


Ben 10 Guardians Season 1: The Faction

by ShadowDJ



Series: Ben 10 Guardians [1]
Category: Ben 10 Series
Genre: F/M, Other
Language: English
Status: Completed
Published: 2018-11-18
Updated: 2018-11-18
Packaged: 2019-08-25 08:14:36
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 15
Words: 89,792
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/16657438
Author URL: https://archiveofourown.org/users/ShadowDJ/pseuds/ShadowDJ
Summary: Omniverse AU fic. A few months after the event with the Diagon, Ben has to go through a new beginning after Gwen and KEvin leave for collage. But when a new threat arrives, Ben has to work with a new team: with rookie Plumber Rook Blonco and his girlfriend Julie, along with Ship. Can this team take on the threats presented to them? (Couples: Benlie, Gwevin, and others)





	1. New Beginnings Part 1

**Summary for the Chapter:**

> After Kevin and Gwen leave, Ben and Julie are now the sole members left of the team after the Plumbers Helpers become full-time Plumbers. But after a run-in with a monsterous Crabdozer, it's discovered that a group of criminals are shaking down human and alien business owners, primarily for tachadite crystals. During the investigation, they meet new plumber Rook Blonco, whom says that he is now part of their team.

OK, here’s a revamp of Ben 10 Omniverse, called Ben 10 Guardians. It’s a working title; so let me know what you think of this. I hope you all enjoy it. I do not own any of the characters presented, they belong to Man of action.

New Beginnings Part 1

(Bellwood, USA. Bellwood First National Bank. August 5th, 11:34)

In the town of Bellwood, there was screaming going on at one of the bank, as two cars arrived as four figures came out of the vehicles before heading towards the building.

The patrons and employees were backing away into a wall by four figures, which were all laughing cruelly. "Thank you my friends...for getting me something to eat." said a wheezing voice as the people looked behind the three figures who moved out of the way, revealing someone behind them.

The person in question appeared to be a clown with pale skin, a blue round nose, yellowish eyes, a sinister grin and wearing a blue suit over a stripped shirt and black clown shoes, along with a top hat with a strange orb on it. Though he appeared to be slightly thin as he looks at the people with a dark smirk. "Now, hold still..." he said as a device on his hat glowed faintly before making the people scream out as some form of energy came out, making his body to fill a bit.

"I don't get why you gotta have that weird machine, boss.' said a young woman with long, dark red tentacles for hair and a tight, formfitting outfit that exposed some cleavage, a pair of arm sleeves with stripes on them, along with boots with the same design on them.

"Who cares/ as long as we get paid, right boss?" asked a lanky man who had only a small amount of hair on his head, dark red eyes (one with a larger pupil than the other), a long-sleeved yellow and black striped shirt, a pair of black overalls and black boots, with very disgusting-looking gums with cracked, yellow teeth and a hunched composure.

The clown just chuckled as he saw the people fall over, groaning a bit as they felt exhausted. "Indeed. Steal away, my friends. Take as many riches as you can carry. It’s not like these stiffs need them...but first, to make sure they cannot call for help...Thumbskull, silence them."

"Gotcha boss." said a very large man with an all-black jumpsuit with yellow stripes, black boots and also what looked like a toenail on his baldhead. He grabs a man, who groaned as he grabbed his head, a dark smirk on his face before a green blast hit him, making him let go. "Who did that?" he asked...before he groaned. "Ah crud..."

"So, I see you're back to working at the circus, huh?" asked a voice as four others came in, walking into the room. "Guess Zombozo wanted the cheapest help, especially after the last time we met."

"Ah great, it's those party crashers plus a guest." said Zombozo with a growl as Thumbskull, Frightwig and Acid Breath came up, glaring at the four as the lights revealed the four in question. The source of the voice was a young man, around 16-17 years old, with neck-length shaggy brown hair, green eyes, a black t-shirt with a white stripe going down the middle and on the collar, under a green and white jacket with a '10' on the right side and a pair of light brown khakis.

"We got these numbskulls, Ben. You take on the clown...unless you're scared of him." said a young woman, around his age, with long red hair tied in a ponytail, dark green eyes, a dark blue long-sleeved shirt over a white undershirt, a pair of black pants with black shoes.

"Haha, so funny, cous." Ben said with an eye roll, though heard snickering from behind him as he gave a stink eye to the other two in the room. "Traitors."

"Sorry, Tennyson. But I call dibs on the big Guy." said a young man, a year or so older than the other three teens in the room, his dark eyes glaring up. He had long black hair, a ripped sleeved Black shirt over a gray long-sleeved shirt, blue jeans, a chain-link necklace with a bike lock on it with an '11' on it, a pair of khakis and black tennis shoes, and faint trances of horns under his hair as he grabs the ground. The stone on the ground began to creep up, absorbing the stone as it coated his body. He then charged at Thumbskull, who grunts as the two began to grapple with the other.

"I'll take on Frightwig,” said Gwen as she gave a sheepish look to the second young woman in the group. The girl in question was a Japanese-American, brown-eyed girl with black hair tied into a small ponytail, a pink hoodie over a her white shirt, a white skirt and white shoes with a black backpack with green stripes and a green circle on the front. "Sorry Julie...guess you get Acid Breath." Suddenly she was grabbed by two of the tentacles and thrown into a wall as Frightwig jumped at the red-haired girl.

The girl in question just rolled her eyes at this as she says, "Good thing Ship can take on that freak's breath. Ship, lets take these guys." Suddenly the backpack came to life, saying 'ship' in a beeping tone as it suddenly went over her, making her grow a bit in height as she was now wearing a black battle suit with green stripes going around her with a green visor to reveal her face.

She then flew at the lanky man, who dodged before glaring at her before breathing a light green mist at her, as the machine gave out pained screeches from the acid's effect on him. "Don't worry, Ship, it won't be long." She said, patting the spot that was hit by the acid in a comforting manner, as the armor gave off a faint groan, showing some pain.

Ben looked at his friends fighting them as he gulped faintly before moving his sleeve down, revealing a white wrist watch-like device with a black dial face with a green triangle on it, making an hourglass shape. He pressed it down, looking through the list before he nods and selects a creature and as the front came out, he slams it down, yelling out "IT'S HERO TIME!"

A green light came out as Zombozo looked nervously as he saw Ben become a muscular, humanoid tiger-like creature with orange fur with black stripes, a white area on his face, hands, feet and chest area, pointed eyebrows on his face and a hourglass-like symbol on his face. "RATH!" He roared out, making the others watch this.

"...Oh no." Gwen groaned, face palming as Julie just sighed, shaking her head as well.

"This can't end well..." Julie said as Acid Breath tried to blast her with another burst of acidic breath, but Julie was able to move out of the way before turning her armor's arm into a cannon and fired a blast of energy, making the lanky man yell out as he was sent into a wall, groaning a bit as he hit the ground. "How come whenever I get to help fight, I get designated the easy target?"

"Because it helps get rid of these guys easier!" Said Kevin as he threw Thumbskull into a wall as Rath growled at Zombozo.

"LET ME TELL YOU SOMETHING, ZOMBOZO! RATH REALLY HATES CLOWN! MORE THAN I HATE PEACOCKS!" he roared as he jumps at Zombozo, roaring out, as Kevin, Frightwig and Julie just stared at this before looking at Gwen, confused.

"Long story, lets just say it involves Dr. Animo when we were kids and leave it at that." said Gwen as she fired a blast at Frightwig, making her yell out as both Kevin and Julie grabbed her hair and threw her right at her teammates, making the three groan out as Gwen chanted something in a whispering tone as the hair tied the three up.

Zombozo got out a mallet and tried to slam it onto Rath, who just catches it with ease as he crushes it with his bare hands before growling at Zombozo, roaring out as Zombozo screamed out in terror as the other three cringed as Julie's armor powered down, turning into a living mass of black and green liquid metal with a green circle for an eye, as the four cringed as they watched the beat down.

"GAH! Help me, he's crazy!" The clown screamed as Julie covered her eyes as Gwen looked away, while Kevin just smirked.

"Come on, Rath! Pile drive that bozo!" said Kevin as both girls glared at him.

"Don't encourage him..." Gwen groaned as Julie walked over, crossing her arms as she watched Zombozo get thrown over her head, making him crash into his henchmen, as Rath panted a bit as he saw Julie giving him a stink eye.

"...What?" asked Rath, crossing his arms. "I don't like him, that's all." He said, looking away as Julie just rolled her eyes at this as she walks over and pets Rath on the head, making him scowl a bit as he calmed down a bit.

"Why are you such a grump in this form, Ben?" Julie asked as Gwen looked at the groaning henchmen before looking at Kevin, who nods as the two walked up.

"Hey, Ben? Julie?" Gwen asked as Ben powered down, looking at the two curiously as Ship slinked between the other couple, going to his owners. "Listen...about what I told you before this heist happened..."

"We know, Gwen. But come on, you really gotta leave?" Ben asked, crossing his arms. "You love helping out here."

"You're just lucky Julie declined, dude. Of course, if you had any brains, you would be heading to collage too." Kevin joked as he powered down, as Julie gave a sheepish look.  
"I wasn't really interested, plus I still got training to do with Max." Julie said, rubbing her head at this.

"Come on, there are plenty of good collages near Bellwood." Ben said, as Gwen gave a soft smile.

"There are, but not at Ivy League's level." Gwen said as he looked down, looking disappointed. Gwen put a hand on her cousin's shoulder. "Look, I’ve helped you save the world for years now. I wouldn't mind seeing what I've been saving."

"Gotcha...so I guess it's just the three of us taking on the world, right Kev?" Asked Ben as Julie cringed a bit.

"Actually...uh...I kind of got a job near campus, so I’m going with." said Kevin as Ben looked even more disappointed.

"Oh...I guess that means the team is splitting, huh?" Ben asked, as Gwen shook her head.

"Nono, We can still visit for holidays or if you really need help. Plus you got Julie and ship, they can be of great help while we're gone." Gwen reassured him as Julie gave a nod.

"Ship, ship!" said Ship, rubbing against Ben in a comforting manner. Ben just smiled at this as he pets the creature, which purred at the touch.

"Plus, we're cousins, it's not like we won't see each other, right?" Gwen said as Ben just nods as he gave a nod.

"Right." Said Ben as Kevin came up, giving the two a smile.

"See ya later man, Jules." said Kevin, as he and Ben were about to hug, but decided to go with a fist bump...but then Kevin grabs Kevin and puts him into a noogie. "You better behave yourselves, OK?" Both Ben and Julie looked at each other in surprise before looking away shyly at that remark.

"Kevin, don't tease." Gwen said as she elbowed him in the stomach as she shared a hug with Julie. "You make sure Ben behaves himself while we're gone, got it?"

"Don't worry, I'll keep him well under control." Julie said with a smile as the two cousins shared a hug as well while Julie gave Kevin a hug goodbye as well, which he returned.

"You two better come visit as much as you can, OK? We don't want it getting to quiet."  
"I'll make sure Gwen keeps that in mind." Kevin said with a laugh. "Knowing her, she'd get to stuck in the books to remember." Gwen gave her boyfriend a stink eye before smiling at Ben.

"I'll see you later, OK Doofus?" Gwen said, the last part in a teasing tone. Ben looked down, remembering when they were kids before giving her a smile.

"You too, dweeb." Said Ben with a nod as the other two left, as Ben and Julie waved to them as they left, as Ben looked down a bit, sighing a bit.

Julie looked at him with concern as she put her hand over his, as he squeezed it. Zombozo just chuckled a bit as he groaned a bit, getting up as he looks at the two with a dark chuckle.

"You know...if it wasn't for those two, you wouldn't be able to capture me or my friends...how are you going to fair with only that girlfriend and her pet as your only back up against the threats of the world?" Zombozo asked as Ship growled, his posture going up a bit as he glared at the dog-like creature before giving a growl of his own, making Ship whimper a bit as it hid behind Ben.

"Shut it, Zombozo. I'm a super hero, Julie and I can easily take care of Bellwood even without our team." said Ben as Julie gave a nod, glaring at the clown as well.

"Yeah, that's right-...wait, why are we talking to the crazy clown?" Julie asked, groaning a bit at the last part as Ben nods.

"Come on, let’s put our money with our mouths is." Ben said with a smirk...before a growling sound from his stomach was heard, as Julie giggled at that. Ben just gave a sheepish look at this, as Julie grabbed his hand.

"But first lets get something to eat. I sent a signal for the Plumbers to pick these Circus rejects up." said Julie as Ben nods, as the two headed out with Ship not far behind, unsure of what the future would bring, unaware of someone watching the two exit the building from afar, heading to a black and green car with Omnitrix symbols on it. Ben opened the door for Julie as Ship hopped in. Julie gave Ben a peck on the cheek before going into the car as Ben quickly got into the driver's seat.

"So that is our quarry, hmm? Interesting..." said the figure before moving out, a growling tone behind him as a dog-like creature followed after the figure. "Time to see if he is all he cracked up to be..." he walked up, revealing himself to be a green reptilian-looking humanoid wearing what looked like bone armor over a black and red outfit and boots, with razor sharp clawed gloves, gill-like and dark red eyes.

(Later…)

(Downtown Bellwood. 12:30)

Ben drove through town as Julie noticed the local Mr. Smoothie, one of their favorite hangouts. Ben saw it too as the two shared a look and both looked down, remembering Gwen and Kevin weren’t there to be with them there.

“Nah, it wouldn’t be the same…lets see if there’s something at the base for us to eat.” Ben suggested, as Julie nods in agreement as the car pulled away from the store and headed off.

“So Julie, how’s the academy holding up for you?” Ben asked, wanting to strike a conversation with Julie as she pets Ship.

“Oh the usual. Except the academy got blown up because of two dopes who didn’t know how to turn off one of the fusion grenades. Luckily they were able to get us off and get us here on Earth for the rest of our training.” Julie said with a sigh.

“…Vreedles?” Ben asked as Julie nods as he just sighed a bit, putting a hand through his hair when he heard that.

“Yeah…I doubt they’ll be allowed back after THAT mess up.” Julie said as the two went to a plumbing store that read ‘Max’s Plumbing’ on it. The two exited with ship turning into a backpack again to help with his civilian form as the two walked inside to a wide variety of tools and pipes.

“Hmm…no one is here. Good.” Said Ben as he walked towards a bathroom marked ‘Out of Order’, with Julie making sure no one was around before entering herself. The two then stood in front of the toilet as Ben pulled the chain, as a computerized voice analyzed the two.

“Recognized: Tennyson, Benjamin Kirby. Recognized: Yamamoto, Juliette Marie.” Said the computer.

“Its just ‘Julie’. Why can’t that Computer ever just call me that?” Julie muttered to herself as she and Ben were lowered onto a secret elevator that was in the room as it lowered them down to a high tech, green and gray base filled to the brim with alien and humans alike.

The two walked through as Ship turned back to his normal form, looking around from Julie’s shoulder as various agents gave them greetings, which they returned as they headed downstairs.

“Hey Grandpa!” Said Ben as an older man, who was in his mid-sixties looked up with a smile. He had dark gray eyes, dark gray hair with lighter gray streaks on the sides of his head, a red floral Hawaiian shirt, a pair of khakis and a pair of black shoes.

“Hello Ben, Julie. You’re just in time.” Said the older man as four others were currently eating. One was a towering, red-skinned young man with four yellow-orange eyes, four arms 9with the lower left one having a prosthetic, three-fingered hand) with four appendages on each hand with the three good ones having black, fingerless gloves and wearing a green and black jumpsuit.

Next to him was a young woman with blue, reptilian skin, yellow-green eyes, a black helmet covering her head, and wearing a similar jumpsuit to the red skinned young man’s with a long, black and blue tail and what appeared to be spheres attached to her feet. Sitting next to her was a tall, muscular young man with neck-length blonde hair, blue eyes and wearing a t-shirt with a ‘3’ on the front and a pair of jeans.

The last person was an African-American teen with a scrawny build, curly black hair and dark eyes, wearing a similar green and black jumpsuit as the other three. The four looked up as they waved as well.

“Yo Ben, we heard what happened with Gwen. That’s great for her, but…you OK, dude?” The red skinned young man asked, looking at them with a curious look.

“We’re OK, Manny.” Said Ben as Julie nods as she looks at what they were eating.

“What are you eating?” asked Julie, confused as Max chuckles as he opens the pot.

“It’s Centurian Goulash.” Max said as inside of the pot was what looked like a dark red liquid with what looked like noodles and…tentacles and other body parts of some form of cephalopod.

“It’s a lot better than it looks. Grab a seat, try some.” Said Alan as Ben looked to Julie, both unsure.

“Uh…I’m good. I suddenly lost my appetite. We’ll go back on patrol,” Ben said sheepishly as he began to push Julie and ship out, as Julie yelled out.

“Ben, I can walk you know!” said Julie as max put the pot down.

“Wait a minute, you two. I got some big news for you two. You’re gonna be glad I told you.” Max said as he got out a paper as Manny snickered a bit, but got elbowed by the blue girl, named Helen. Cooper and Alan, the other two present, just rolled their eyes at this as Ben put a hand up.

“Don’t worry, Grandpa. I’m great, I wouldn’t mind some hero action.” Ben said, before whispering to Julie, “And eating something that wasn’t made from an octopus.” Julie nods in agreement at this.

‘Better then the ‘all-natural’ stuff your mom tries too feed you.” Julie reminded him as Ben just sighed as an alarm went off.

“Looks like trouble!” said Cooper as the group ran upstairs to see what was going on, but Ben ran towards the elevator.

“Send the coordinates, we’ll be right there!” Ben said as Max looks up at this, seeing Ben go.

“Wait for back up, Ben. I’ll send Alpha after you, or Manny’s squad.” Said Max as Ben just gave a smirk.

“Please, I don’t need back up. I’m me.” Ben said as he ran off, as Max and the others looked at Julie, who gave a sheepish smile.

“I’ll, uh…go make sure he doesn’t end up blowing something up…again.” Julie said as she quickly ran after him, as Max just shook his head at this.

“Teenagers…” Max muttered to himself, as he got a badge out. “I’m gonna go make a call.” The others nod, as they looked at the screen.

(Later…in Upper Bellwood)

Ben drove Julie over to where they were going, as Julie sighed. “I feel kind of bad we didn’t hear Max out…he could have had something that was really important, Ben.”

“Don’t worry, Julie. We’ll find out what’s going on and then we can hear Grandpa ou-whoa…” Ben stopped himself as he stopped the car with the two going out and looking in horror at the sight before them: An entire building was reduced to rubble with no clear sign of life anywhere.

“…What happened here…?” Julie asked as she looks around cautiously as she whistled a bit for Ship, who came out with her bag as she got out what looked like high-tech sunglasses and activated them, analyzing the area.

Ben and her went down into the crater as he asks, “What did this?” Julie shrugs, a concerned look on her face. “Come on, let’s look for any survivors.”

Little did they know, the figure from before was standing near a reptilian, canine-like creature with blue scales and red eyes with a blood-red callor before putting on an odd-looking device on it. “Go my friend…attack.” He let the dog out before giving off a high-pitched whistle, as the dog growled as it began to grow.

Down below, Ship looked up curiously, confused. “Ship?” it asked, confused as it looked around.

“What’s wrong, ship? You hear something?” Julie asked as a thunderous roar is heard as the three looked to the source and went wide eyed at what they saw: A large, rock-like beast with six crab-like legs and a head akin to a rhino with piercing red eyes and what looked like a collar around it’s neck. IT gave out a thundering roar as it jumps down on them.

“That could be our demolition crew. Very good job, by the way.” Ben smirked as he looked at the creature, which just growled. “Come on, Julie. Lets teach this thing a lesson.” Ben said as Julie smirks.

“Gotta power up!” said Julie as Ship turned into his armored form, as Julie got ready. “Ready, Ben?”

“Ready. Lets go, Humongasaur!” Said Ben as he slammed it down, a green light going around him before…it was revealed he had turned into blue, monkey-like creature with four green eyes, four long arms, dark blue skin with a lighter blue fur, a long tail with black stripes on it and three fingers per hand and three toes on each of his feet. He was currently clad with a black jumpsuit that reached to his wrists and ankles with white patches on the shoulders, elbows and chest area with the Omnitrix insignia attached to the chest.

“Spidermonkey?” the newly transformed teen in confusion as the monster slammed him into a wall, making him screech out. “Ugh…I thought I was OVER this sort of glitch…”

“Hey, back off ugly!” Julie said as she fired lasers at the monstrous creature, who just smacked her aside as well, making her and Ship yell out as they hit the wall of the crater. Spidermonkey groaned s the creature slammed him into a wall.

“Ugh…if I was Humongasaur, you would be in so much trouble.” Spidermonkey said as he fired webbing at the monster’s face from his tail, trying to get to it’s eye but it wasn’t able to due to his face getting in the way. “Ugh…that isn’t helping.” He yells out as he got crushed against the wall.

“Ugh…Ben!” Julie said as she fired more energy blasts at the creature from behind, trying to get his attention but the lasers did little against his skin. “Ugh…it’s not working…his skin is too thick.”

Spidermonkey saw this as he looked up, smirking as he fired a web up to a part of the remains of the building. “OK, I need too get away from-“ When he pulled down to climb up, he heard a crumbling sound. “Oh no…” suddenly that part began to fall, putting both under the rubble.

“Ben!” Julie cried out in horror as Ship gave out a shocked screech at that as Spidermonkey groaned as he crawled out of the rubble.

“I’m OK…ow.” Spidermonkey groaned as he ran over as Julie sighed out of relief before she gave him a death glare.

“NEVER scare me like that again, got it!” Julie said, angered but relieved he was OK as Spider monkey put his hands up nervously.

“Hey, I was trying to get out of horn-boy’s grip. I didn’t know it would fall.” Spidermonkey said as Julie crossed her arms.

“The rest of that building isn’t sound! It would have fallen1” said Julie as the monster roared out as the two looked towards the rubble as the monster charged at them.

“…How about we argue AFTER we run from that monster!” said Ben as Julie powered down with ship on her shoulder.

“Good idea!” Julie said as the two made a run for it, dodging the monster’s claws as its owner watched.

“Hmm…that mate is an annoyance, we cannot catch our prey with her…she’ll be likely to follow. But that boy…he is worthy prey.” He said to himself as he saw Spidermonkey fire web into the monster’s eye, making it roar out in pain as it glared at the two with its good eye. He then whistled, making the monster look up before running away.

“Uh…yeah, you better run!” Spidermonkey called out, as Julie looked confused at this.

“Why did it run away?” She asked in confusion as she saw one of the toilets from the remains opened up as a small, green-skinned alien came out. He had eyes on the sides of his head, akin to a bird, with sharp teeth, faintly clawed hands and wearing a black shirt and pants with gray armor on it.

“Is it gone?” it asked as the two jumped back in shock.

“Uh…who are you?” Ben asked, confused as the creature got out of the toilet.

“I am Pakmar, this is my place…well, it was.” Pakmar said as he sighed, as Ship looked at him sadly.

“Well, you’re safe now.’ Ben smirked as Pakmar just gave him a flat look.

“My hero…” He muttered sarcastically as he continued to clean up what was left his store.

“You…need any help, sir?” Julie asked as Pakmar glared.

“No, just go away! Pakmar wants no more trouble.” The small creature said as Ben looked around, seeing it in ruins, but didn’t say anything. ‘All I wanted was to work my Toilet emporium in peace…now look at it.”

Julie noticed an odd-looking toilet near by as Ben flushed it, making it move around crazily. The two gave Pakmar an odd look as he just shrugs. “I…rather not know what this is for.” Julie muttered as she asks, “Who did this? Angry customer? Given the aliens I’ve met, I would believe that.”

“No. A group of low lives are intimidating all law-abiding businessmen in town. If they have Taytanite, they will give protection. If not, we need protecting from them.” Pakmar said, as Julie and Ben went wide-eyed.

“Baumann…he’s the only other alien business in town.” Ben said as Julie nods.

“We gotta go help him, fast!” the two then went off, as she says, “We’ll call some plumbers to help you relocate! We’ll take care of those criminals for you!”

Pakmar just yells out “Go away, girl human! Take you and your shape shifty boyfriend and mutt!” as the two cringed at that, knowing he wasn’t happy.

(Later…at Baumann’s store. 13:32)

The two had parked outside as they stood behind a man who was stacking up cans of food. The man in question was about Max’s age with a balding head and wearing a red and pink outfit with the name ‘Baumann’s’ on his apron “So Mr. Baumann, what do you know?” Ben asked, as the man just shrugs.

“I know a lot of things.” The man said with a shrug, as Julie looked at the alien patrons.

“What about…alien shake downs?” Julie asked, making the older man look up in surprise.

“Uh…no. Look, I am really busy.” Mr. Baumann said, as Ben and Julie shared a look.

“Uh-huh…” Ben said as Mr. Baumann looked around cautiously before pushing the two out as Ship gave out a beep of surprise.

“Look, it was nice seeing you kids again. You can have something to go, just leave. Now.” Mr. Baumann said as Ben looked at Julie.

“They’re coming now, huh?” Ben asked as Baumann groaned.

“Look, it’s a simple arrangement, OK? I pay them and they leave my business alone.” Baumann said as Julie looked at him with concern.

“Mr. Baumann, we’ve seen what these guys can do. That guy, Pakmar, lost his business already. He could have died from that explosion. We don’t want to see these guys do anything to you or anyone else.” Ben said, looking at the older man with some concern as Baumann looked around and sighed.

‘Fine…just sit at the counter you two. And don’t make a spectacle of yourself.” Baumann said as he went to the counter as the two smirked.

“Ship, Galvanic Mechamorph disguise, please?” Julie said as Ship nods as he got on her head and began to melt down, making he look like a feminine form as Julie looked at Ben.

Ben smirked as he looked through his aliens. “Lets see…Eeny-meeny-you.” Ben then slammed down, as he turned into a broad-shouldered, white skinned alien with a face on where his torso would be, a black stripe on his face that went over his eyes, black sleeves on his arms and legs that make a sort of short-styled jumpsuit on his body around his face with a stripe on the forehead, and sharp clawed hands and golden-yellow armor, though this ended up with Baumann seeing him accidentally knock over his stack of cans, making both him and Julie face palm as a cloaked figure looked at the two curiously.

“Uh…my bad!” Cannonbolt said sheepishly as he went to the counter, with some cans in hand as he gave a sheepish look to everyone as Julie put a hand up to hide her embarrassment as Ship gave a groan.

“You HAD to pick the walking bowling ball?” Julie asked as the two sat at the counter, with Cannonbolt accidentally bending the chairs under his weight.

“Don’t blame me, blame this stupid watch. I can’t seem to get it work. You’d think Azmuth would give me something to make sure this doesn’t automatically give me the wrong alien.” Cannonbolt said as he heard his stomach growl a bit as he looked to the hooded man with a sandwich in front of him. ‘Uh, hey dude, you gonna finish that?”

“Ben, that’s rude.” Julie said in an annoyed look as the man calmly gave him his sandwich, much to the two’s surprise.

“Uh…thanks. Think you can pass me the-“ Before Cannonbolt could finish, the other items were given at surprisingly fast speed. “Whoa! Uh, thanks.” Said Cannonbolt as Baumann gave Julie one as well, as Julie and Ben both picked up their sandwiches when-

“Pay up, Baumann.” Said a voice as three thugs walked into the building. The source of the voice was a worm-like alien in a battle suit with a cloud of blue mist on the inside of his helmet. Next to him were a feminine machine-like creature with a rounded head and a battle suit and a humanoid, chicken-like creature with dark eyes, razor blades on his arms and brown pants.

“Bwaa-Yeah, you know what happened to Pakmar.” Said the chicken man as both Julie and Cannonbolt shared a look.

“I heard he had a great deal on Toilets, too bad for him.” Cannonbolt said, setting his sandwich down as Baumann gave him a frown.

“Yeah…well, accidents can happen.” Said the female as she cracked her knuckles. “Right, Mr. Baumann?” She then motioned to a large device of some kind, which looked similar to a time bomb

“Alright, here.” Baumann said as he went t get the money as the chicken man took some of the near-by birdseed and began to eat it as Baumann got some blue crystals out, which the armored alien took.

“Thanks.” Said the man with a smirk as Julie and Ben both got up, Ben accidentally making a crack in the counter as they got up.

‘Hold it, Bubble-head.” Cannonbolt said as ship’s eye glowed a bit, as Baumann groaned a bit.

“This doesn’t concern you two, so buzz off.” Said Bubble Helmet as his partners, Liam and Fistina, glared.

“Sorry, but we’re not gonna let you intimidate people any more.” Julie said as Bubble Helmet frowned as he got out two laser lances.

“Well then, you two are gonna need to learn your lesson.” Bubble Helmet said as he fired out lasers, which Ben and Julie dodged as Cannonbolt rolled up and charged at the worm-like alien, as Baumann hid under the counter, the Patrons running away.

Cannonbolt rammed into Bubble helmet, making him crash into some shelves as Julie saw Fistina glaring down at her, cracking her knuckles as Julie says, “Ship, Battle mode!” Suddenly Ship, with Julie still under him, changed into her armored state as Fistina and her pushed against the other, Fistina smirking.

“Ah, so you are using this Galvanic mechamorph as a pet, hmm? Interesting…” Fistina said as Julie just glared as she pushed back, using her energy blasts to get Fistina into a wall.

“Ugh…I knew this would happen…” Baumann muttered as the hooded figure just calmly continued to eat, mostly ignoring the action around him as Fistina ran at Julie, but Cannonbolt hit her into a group of shelves, making him and Julie cringe.

“Uh…we’ll clean that up.” Said Julie sheepishly as Baumann groaned.

“You always say that…all of you plumbers always say that…” Baumann groaned as Liam glared at the two, running at them and sending a jump kick their way, making Cannonbolt yell out as he knocked over the birdseed before Julie was also kicked, sending her right into the counter.

“Ok…this form is too bulky…” Julie said as Cannonbolt groaned as he saw Liam advancing, his claws out. Cannonbolt saw the birdseed near by and took a handful, as Liam looked curiously before coming over to take some…but Cannonbolt Smirked as he grabs him and rolls him up, rolling away as Fistina got up and fired her hand at Ben, which just ricochets off of Cannonbolt’s armor.

Bauman yelled out as he ducked, but the patron just calmly moved his food out of the way again as the fist returned, with Fistina yelling out as Liam was dropped him. Julie looked up and saw bubble Helmet starting the machine as she glares.

“Oh no you don’t!” Said Julie as she says, “Speed Mode, now!” Said Julie as Ship glowed a bit, making the armor shrink down to become a more form-fitting jumpsuit with wheels going from her lower calf to her ankles, and disc-like protrusions on her wrists with a helmet with two spikes on the side with a green visor covering the upper half of her face, the lower half now free. Ship’s eye moved down towards her chest area, becoming similar to an insignia there.

Bubble Helmet smirked as he saw Julie suddenly speeding towards him, the wheels on her feet giving her more speed as he says, “Too late, kid.” As he presses a button as a red force field came over it, making Julie go wide eyed as she saw it beginning to count down.

Liam groaned as he and Fistina got up and ran over, as Liam kicked at Julie, but she dodged due to the more aerodynamic look on her new armor, as she sent a kick of her own at Liam.

Cannonbolt saw the bomb and rolled at it as Julie took on Fistina and Liam, using her advanced speed to duck and dodge the attacks. “I got the bomb, Julie!” HE said as a beeping sound came out before it timed out, making Ben call out in shock as he hit the force field with a groan. “Really bad timing, Omnitrix…”

‘See ya, Baumann. Liam, Fistina, come on!” Said Bubble Helmet said as the two got up, as Julie growled and rolled over, helping Ben up.

“Isn’t this usually when your other friends show up and help save the day?” Baumann asked in a flat tone, as the hooded figure suddenly jumped up, ditching the cloak to reveal his true form.

In front of them now was a young man, around his early 20s, with a cat-like appearance. He had periwinkle fur with white skin on his face, pointed ears, red eyes with yellow corneas, and wearing black and blue high-tech armor with a strange-looking weapon on his shoulder.

“…I was being sarcastic.” Baumann muttered as Julie looked at Ben with confusion.

“Who is that?” Julie asked as the young alien jumped ahead, kicking Fistina in the back as he used a sweeping kick at Liam, making him squawk out in shock as he fired a blast of energy from his weapon, which sent down Bubble Helmet. He then looks at the shocked Julie and Ben, as Julie’s helmet retreated to reveal her face.

“Who are you?” Ben asked, shocked as he gave a calm look to the two, as Julie looked at him with a curious gaze.

“I am Rook Blonco. I was sent by Magester Tennyson to aid you” Said Rook, as Ben looked surprised when he did a kick at Liam when he tried to sneak up on him. “I am your new teammate.”

“Wait, you’re gonna be part of our team?” Julie asked, as Ship beeped something in confusion.

“I didn’t ask for a new teammate. OK…Uh, I’m Ben Tennyson, this is Julie Yamamoto.” Said Ben as Julie just waved. “The armor is ship, her pet Galvanic Mechamorph.”

“Yes, I know. It is an honor to meet you all.” Rook said in a polite tone, as Ben gave a frown.

“I’m the wielder of the Omnitrix, and not to brag, but I saved the universe a thousand times.” Ben said with a smirk.

“You forgot ‘humble’.” Julie muttered, rolling her eyes at this.

“Yes, I know. It’s a required study back in the Plumber Academy.” Rook said, as Ben looked surprised as he looked at a sheepish Julie.

“Only about a chapter or so, Ben. They don’t know much about what you did when you were 10.” Julie said sheepishly as Ben nods, understanding as he saw bubble helmet and his goons get up.

“Look, we had this handled.” Ben said as Rook looked at the damaged store.

“I apologize, I thought you needed assistance.” Rook said as Ben saw the goons get up.

“Don’t stop though, the Omnitrix is timed out!” Ben said as Julie quickly fired the discs at the two, making them fall on top of Bubble Helmet as Rook fired a net, capturing the three easily. “Nice…what is that thing?”

“It is a proto-tool. Its one of the most versatile weapons in the galaxy…I made some modifications.” Rook said as Ship suddenly began to beep, becoming liquid form again as he began to jump at Rook, making him moves it away from him. “Down, small creature. Stop that.”

“Ship, don’t be rude.” Julie scolded the creature, picking him up as Ship looked at the bomb curiously before whimpering a bit in fear. “What are we gonna do about this?” Then Ben heard the Omnitrix time in.

“Yes! Julie, Rook, I got this now.” Said Ben as he slammed down the Omnitrix, a glow coming around him as he took a new form. His body grew in size, taking a more colorful form as he became something similar to a mineral-like material with rounded bumps on his body, which was blue, yellow and red in color with green orbs for eyes and having and a hunched appearance, making him look akin to a humanoid ape with the Omnitrix symbol on his neck thanks to a brace-like device.

“Hmm…who’s this guy? Hmm…I know, I’ll call him BLOXX!” said Bloxx as he flexed his arms before glaring at the bomb, trying to punch it down, but saw his hands shattered on impact. “What the?” They then grew back, making him scowl. “Rook, tag out!”

“Sir?” Rook asked as he and Julie, with Ship in the form of a blaster, looked at him oddly.

“I mean switch places. You two deal with the bomb, I’ll get these guys.” Bloxx said as they nod with the two heading to the bomb as Bloxx formed a barrier around them.

“How do you turn off the bomb?” Bloxx asked as the answer he got was just being fired at. “…Yeah, that helps…” he muttered, annoyed as the spots that got blasted healed over.

“OK, what do we have here?” Julie asked as Ship reformed armor around her, turning back into his default state as Ship analyzed it.

“Hmm…it’s giving off an interesting energy field.” Rook said looking at it calmly as Julie went wide eyed as Ship finished analyzing it.

“Whoa…this is high grade stuff…this bomb is level 10 tech. And judging by what happened to Pakmar’s toilet store, this place will be a crater.” Julie said as Ship tried to fire at it with their laser, but groaned a bit as nothing happened as she tried to reach through, but Ship cried out in pain from the energy. “Oh, sorry Ship! I didn’t mean that, really.” She said, petting the part of the armor that got hit, as Ship whimpered a bit.

“Hmm…it is unable to get touched by a Galvanic Mechamorph…” Rook said, concerned as Bloxx looked at them.

“How’s it coming, you two?” Bloxx asked as Julie looked up.

“The force field isn’t gonna let Ship through, so I can’t defuse it. Rook, use that Proto-thing!” Said Julie as Rook nods as he got up and activated it before pointing it at a wall.

“Wait, what are you doing?” asked Baumann as Rook fired a missile at the wall, making a hole appear.

“What are you, insane?” Julie asked, annoyed by that. Rook looked at her curiously at this. Baumann just groaned, not liking this at all. “We’re trying to help Mr. Baumann, not wreck his store even further!”

“I do not have any form of mental disorder, I can assure you, Miss Yamamoto. And also, please watch your language. It is quite rude” Rook said calmly as he looks at Ben, as Julie blinked at that last part, confused. “Mr. Tennyson, I cannot defuse the force field due to it having an becurix algorithm, we need to get it away from the populous.” 

“English!” Bloxx said in annoyance as the energy blasters continued to fire at him.

“Help me move it outside.” Rook clarified as Bloxx got away from the three criminals and went over to them and grabbed the bomb and ran out, Julie and Rook following suit. Bloxx was about to throw it, but Rook yelled out to stop him. He then got out a tracking device and looked around.

“Yeah…just take your time…it’s not like this bomb won’t BLOW US UP!” Julie said in annoyance.

Bloxx looked at the bomb in concern as he says, “She’s joking, by the way; Hurry up!”

“I am looking for any signs of life…you are good to go.” Rook said as Bloxx was about to throw, but the three criminals fired his arms, making him drop the bomb.

“OK, these guys are getting annoying.” Julie muttered as she glared at the three as She and Rook covered their fire as Bloxx went to grab the bomb.

“I got it!” He said…as it fell to the ground. “I don’t got it…” He said as it sent out a shockwave. He quickly changed into a catapult with the bomb in his hands and threw it across the road to the abandoned building.

“Everyone, take cover!” Rook said as the three ran away, the criminals looking shocked. “Three…two…ONE!” Bloxx quickly formed a barrier over them as the bomb exploded across the street, destroying the building and leaving a large crater behind.

Bloxx turned back to normal and turned back to Ben as he looks at Julie, Ship and Rook. “You three OK?”

“Yeah, thanks Ben.” She said, giving him a relieved look as she walked over and pecked his cheek. “Thanks for the save.”

“Heh, no problem. Yo Rook, you doing OK?” Ben asked as Rook gave a friendly smile.

“I am alright, my Proto Tech armor helped. Thank you for the aid, Mr. Tennyson.” Said Rook as Ben gave him a flat look.

“Call me Ben, Dude.” Said Ben as Rook thought it over.

“…Alright, Ben-Dude.’ Said Rook as Julie groaned.

“It’s Reinny all over again…” Ben muttered as he saw Bubble Helmet, Liam and Fistina running out of the store. The three looked at each other and ran after them, Ship going onto Julie’s back as they ran after them down a hole in the ground.

They followed after them, with Ben and Julie stopping when they saw a surprising sight. “No way…” Ben said as he saw what looked like a small town hidden underground, having reworked an abandoned subway station and sewer area into a livable area, with Rook passing by them.

“Well…nothing better to do…come on lets go find out who’s their boss.” Julie said as Ben nods with the two following after Rook.

Unbeknownst to them, the hunter from before, looked at the crater as he frowns. “No one escapes from Khyber…my friend, get the Omnitrix bearer…and get rid of those two with him while you’re at it.” The dog nods as it ran after them, Khyber just watched before looking ahead, a dark smirk on his face as he walked after his beast, keeping a calm composure the whole way.

End of Episode 1

Well, this is a long one, huh? I hope you enjoy it everyone. Please let me know what you think and don’t forget to Read, Review and suggest away!


	2. New Beginnings Part 2

**Summary for the Chapter:**

> After the recruitment of Rook, the three follow after the trio of criminals who attacked Bauman's store. during this event, they discover that Psyphon has created a gang of criminals to work for Vilgax, who had survived the Diagon incident. can this new trio take on Psyphon, or will their differint personalities clash between the other.

OK, here is Episode 2. Enjoy everyone and as you know, I do not own Ben 10 or any of the species depicted in this, but I do own certain OCs in this.

New Beginnings Part 2

(Undertown. Downtown Area. August 5th, 14:23)

The heroes were running through the streets, as the three criminals had split up and the three had separated to follow after them; Rook went after Fistina, Ben went after Liam and Julie went after Bubble Helmet with Ship.

“I can’t believe there is a whole city with aliens in it…” Ben said via communicator link with the others, currently in an alien form to keep up with the fast chicken-like Alien. The form in question a 6 foot tall, humanoid wolf-like creature with shaggy gray fur with a thick, dark mane of black fur with it in a ponytail, a black sleeveless shirt with a similar white stripe and collar connected to a pair of black shorts, a black belt around his waist and a black jacket around his back with a crescent moon-like symbol, three clawed hands and feet and a bushy tail, with his Omnitrix symbol appearing on the collar around his neck.

“I know…it’s amazing.” Julie said in another part of the city, currently in Speed mode to keep up with the more worm-like alien.

“you both sound very surprised, Ben-Dude.” Rook said, jumping over crates to keep up with Fistina, who was surprisingly agile.

“It’s an entire SECRET CITY.” Julie pointed out. “That NO ONE knows about.”

“Yeah, no offense, Rook, but a lot of people would be curious about this.” The werewolf alien, known as Blitzwolfer, said flatly.

“be that as it may, let us catch these lowlifes who attacked Baumann, team.” Rook said as he kept following after Fistina, going through a door she had smashed through.

“Yeah, don’t get your hopes up, cat-boy…” Blitzwolfer muttered to himself, keeping his eyes on Liam as the chicken humanoid climbed onto some roofs, with Blitzwolfer following effortlessly as he growled after the other alien.

“Ben, that was kind of rude.” Julie said flatly as she chased Bubble Helmet down a street, skidding faintly as she quickly made a turn to follow him down an alley.

“Hey, he’s NOT on the team yet. I’m the leader, remember Jules? So technically, I decide who joins and who doesn’t.” Blitzwolfer said, growling after Liam as Julie just rolled her eyes on her side.

Fistina ran past a few men, as Rook went by them as well, saying stuff like, “Excuse me,” “Pardon,” “my apologies, ma’am,” as he kept the chase up between him and Fistina.

Bubble Helmet smirked as he shoved a female reptilian woman as Julie stopped in her tracks to move around her. “Sorry!” Julie said as Ship beeped a response as well as she gave a glare at Bubble Helmet. “OK, that was low, pal…”

Fistina jumped through a wall and fired her left arm out, releasing a grapple line that sent her ahead and landed on a near by rooftop and smirked, but frowned when she saw Rook easily followed.

Liam jumped off of the rooftop he was running on and landed on the streets below, Ben following after on all fours, opening his mouth similarly to a flower blooming as it fired out a green shockwave, which Liam dodged in time as it hit a near by cart, making an alien yell out in shock as his produce went flying.

“Sorry.” Blitzwolfer said sheepishly as he ran by, as the alien just groaned a bit in annoyance at that.

“Dumb mutt…” He muttered as he went to clean up, but got knocked down by Bubble Helmet that ran by as Julie stopped to help him up.

“Sorry, are you alright?” Julie asked as she patted him off before going back after him, as the alien just groaned a bit, rubbing his now sore head. The three heroes chased after the criminals as they went down a abounded track, as Blitzwolfer saw them and smirked.

“Time to go XLR8 on these guys.” Said Blitzwolfer as he pressed down on the Omnitrix symbol on his neck, which glowed as he continued to run…onlty to see that he was now a very slow, humanoid being that was very bulky in terms of build and looked akin to bipedal oven with four fingers and three slots, that revealed a faint trace of pure green eyes under it, the Omnitrix symbol on the front of the armor’s ‘door’ like front, and also black stripes connecting to his shoulders, wrists and ankles.

“NRG? zeriously?” He asked in annoyance as he spat on the ground, releasing a red liquid as Julie and Rook caught up, as Julie looked at him oddly.

“What happened?” asked Rook as Julie sighed.

“Wrong alien again, Ben?” Julie asked as NRG sighed a bit.

“Da…new Omnitrix…I’m still learning ze controls.” NRG shrugs as Rook gave a nod as he activated his Proto-Tool.

“Allow me, then.” Rook said as he fired an orb out at Liam, making him squawk out as he was put into an energy field with the three approaching, Ship growling a bit as Julie’s armor became it’s default form.

“Nice job, Rook. For new guy, zat is.” NRG said as Rook gave a frown as he looks to Julie as she gave him a reassuring smile.

“He’ll warm up to you, don’t worry. Just give him some time.” Julie said as Rook nods as he and Julie followed, NRG glaring down at him from inside of the suit.

“Now, Vhere iz your boss? Who eez in charge of zese shake downs?” NRG asked, as his eyes glowed a bit.

“You might want to answer, unless you want to be deep fried.” Julie warned as she aimed her cannon, as Liam looked behind them and went wide eyed.

“Bwaak! Behind you!” He yelled out as Rook rolled his eyes.

“I do not think I would fall for that, and I am new here.” Rook said as a car honk is heard as the four looked with wide eyes as a large bus was coming their way.

“Julie, Rook! Help me move him!” NRG quickly said as the three moved Liam out of the way, only resulting in Julie and NRG to get hit as Rook landed on the metal-covered alien’s back as the driver looked at them with shock.

“You took out my brakes!” the man yelled as Julie and NRG glared at him with annoyance.

“YOU RAN US OVER!” The two yelled in unison, as Ship beeped something in annoyance as Rook, who had his back to this, looked at the two with concern.

“UH…you may want to slwo down now!” Rook said as the two looked back as they nod and slammed their feet down to try and slow down, making dents in the earth as the car stopped, sending the four flying backwards.

“Ugh!/Ow!/Ah!/Ship!’ the four yelled out as they all landed on the ground, Ben turning back to normal as Ship powered down.

The Driver sighed at this as he says to his passengers, “Here’s our stop: Undertown Market place. All those getting off, get off here. Next stop is Gasious Gardens.” Several people came off as the car drove off, leaving a smoke trail behind.

“Hey, you do not have brakes!” Rook said as Ben got up and went over to help Julie up, Ship shaking himself off from the landing.

“I think he’ll figure it out.” Ben said as he looks at Julie. “You two OK?”

“A little shaken, but we’re OK. Right Ship?” Julie asked as Ship gave a beep in response. “What about you rook?”

“I am currently undamaged.” Rook said as they looked at the area curiously. The market Place was filled with activity with aliens of various shapes, sizes, colors and even species with different vendors selling various things.

“Wow…look at this place.” Ben said as he grins. “Come on, lets look around.” Julie nods eagerly as Ship followed after the two, Rook looking around with concern as he followed as well.

(Back in the subway…14:57)

Khyber was walking around, looking curious as he sniffed the air. “Old friend…I need you here.” He gave a whistle as his dog arrived, growling a bit as he looked to the spot below as he got onto his knees.

“Hmm…size 12 Revonnahgander shoe prints, likely from the cat creature…essence of Galvanic Mechamorph and tire trad-like marks…and also Loboian tracks turning into shoe prints akin to a Prypiatosian-B’s containment suit. They were here…” Khyber looked up and nods. “They are that way…hunt down the Omnitrix Bearer!” He whistled as the dog ran off, a red glow came out as a dark figure began to grow out of it.

(Undertown Market place. 15:04)

Ben’s group looked around, as ben and Julie looked around curiously as Ben looked at various glass work while Julie looked at a pet stand, Ship sniffing around curiously as Rook kept a stoic composure through it all.

“I am aware I am new here, Ben-Dude-“ Before Rook could finish, Ben sighed as he gave him a flat look.

“Dude…Call. Me. Ben.” Ben said in a flat tone, showing his annoyance with the new name as Rook thought it over an nods.

“OK. Shouldn’t. We. Be. Looking. For. Those. Lowlifes?” Rook asked, as Julie just face palmed at this.

“Oi…” She groaned as she looks at Rook. “Look, I used to be new at this as well, but I quickly learned something: If we lose the henchmen, they are likely to tell their boss and it’s very likely they’ll come after us and we find out who the big guy is.” Julie said as she looked around curiously.

“How long has there been an Undertown?” asked Ben, looking curiously as Ship gave a confused beep as an answer.

“Since Earth became an open system…though I think they have started it after the Forever Knights threatened many of their lives, during this…’Purge’, was it?” rook asked as Ben and Julie both cringed as they looked down. “…what happened/”

“A plumbers kid named Pierce was killed…and who knows how many others…” Julie said, looking down as Ben clenched his fists, as Rook saw this troubled them and looked down with guilt.

“I am sorry…I didn’t mean to offend either of you. Please, Accept my humble apology.” Rook said as Ben put a hand up as he gave him a reassuring nod.

“It’s cool, Rook, really.” Said ben as his stomach growled a bit as he saw a rabbit-like alien wearing a tank top and a pair of blue pants with yellow-like eyes covered with robotic covers.

“Tentacles on a stick here! Come on up, Tentacles! With suckers, without, we got them from anything from earth octopi and cuttlefish to Pissicus Tentacons.” The rabbit said as Ben rubbed his stomach, Julie doing the same.

“…desperate times, huh?” Ben asked to himself as he walks up. “You like fish, right Julie?”

“Yeah…” Julie groaned, not liking this as she walked up with Ben, rook looking curious.

“Two tentacles, please.” Ben said as the rabbit looked at them curiously.

“With or without suckers?” He asked as Ben and Julie looked at each other and shrugs, unsure of how Max would make it.

“…with I guess.” Ben said with a shrug as Rook came up, showing his badge: which was a black and silver circle with a green hourglass symbol akin to the Omnitrix.

“Excuse me, the three of us are plumbers on a case, we were wondering if you saw three bipedal organisms run by, two of which are cybernetic in nature.” Rook said as the rabbit went wide eyed, looking around nervously.

“Uh…nope, havne’t seen nothing.” He said quickly as he got onto his hoverbike as his shop closed up, as he says, “I don’t see you, or anyone. I gotta go, bye.”

“Hey, what about our food?” Asked Ben, annoyed as the Rabbit looked around.

“Didn’t hear of them. Sorry, gotta go!” said the vendor as he drove off, as Julie raised an eyebrow.

“yeah, that wasn’t suspicious at all…” Julie muttered, rolling her eyes at this. Ship beeped in agreement at this, his eyes flat at this.

”Why did you have to show your badge like that, dude?” ben asked in annoyance as Rook gave a sheepish look.

“I was just trying to see what he saw…I believe I acted rashly.” Rook said as Ben just sighed.

“no sweat…I kind of missed breakfast.” Ben said, moving along as Rook and Julie followed.

“I told you not to do that, Ben. Especially now that you’re back on the soccer team.” Julie said as Rook chuckles a bit.

“I apologize again. This is the first time I’ve been away from my home, Revonnah. There, the most exciting thing there is keeping rodents out of the grain silos.” Rook explained as the two gave him an odd look.

“You got those fighting skills…protecting alien wheat?” Ben asked, surprised.

“on Revonnah, the rodents are quite large.” Rook explained, unaware of a creature crawling around, waiting for a opportune moment.

“must be some BIG rodents…’ Julie muttered as she looked around the stalls. “Hmm…where do you think those guys went?” she asked, looking at them with confusion.

“agreed, I believe we should continue our search?” Rook said with a nod as Ben just gave a nonchalant shrug.

“Don’t worry, it’s as you said, Jules. If the Big bad wants to find us, he’ll look for us and say something like ‘You are here to ruin my plan, Ben Tennyson’ and boom, we find them.” Ben smirked as Rook just nods.

“I will continue to investigate.” Rook said, heading to…an insect-like creature with an odd-looking balloon. “Hello, we are Plumbers on a case. Have you seen any strange activity?”

“We lost the new guy…” Ben muttered, face palming as Julie heard her own stomach growl a bit, making her blush a bit from embarrassment as Ben chuckled. “Guess you’re getting hungry too, huh? Come on, lets look for something to eat.”

Julie nods in agreement, unware of the monster watching them from afar with piercing red eyes, as Julie saw a reptilian humanoid child hand something to her mother, who sighed.

“Did you expect me to cook this here?” She asked, giving her daughter a slight look as the girl looked sheepish as Julie chuckled at the sight, Ship beeping in agreement.

“Get your Protozoan Smoothies!” Said a voice, getting the two’s attention as they went to the source of the voice, which was a large, worm-like creature. Another alien handed him something that looked like a square piece of crystal as he spat out a colored liquid orb and put a straw in it, as the creature took it and took a sip out of it.

“…Eww…” Julie said, disgusted by that, as Ben looked equally grossed out.

“IS that safe…for humans, I mean?” Ben asked as the worm gave him a flat look.

“Hey, listen here, monkey boy…” the worm said, giving him a glare as a roar is heard. Everyone turned at this as a quadruped monster came out, snarling at the group.

“Another monster?” Julie asked, confused as the creature had a large build, about the size of a lion, with black, white and red scales with a black head with white patches over both sides, each with piercing red eyes each (two on each side), sharp teeth on protruding jaws, and red stripes going down it’s back with a black stripe going down to it’s tail with a red callor around it’s neck.

The monster roars as it charges at them Rook moving the child out of the way as it came right for Ben, smacking Julie and Ship aside as it snarls at Ben, growling into his face as he gave a nervous look, “uh…hi?” He said, as it snarled darkly at him.

Ben rolled out of the way as it roars out, smashing into the stand as he got his Omnitrix out, Julie groaning a bit as she got up, rubbing her side a bit from discomfort. “Alright gecko-boy lets see how you like to meet with Humongasaur!” He then selects him and slams down as he charges, only to get swatted in the new form.

“Ugh…’ Ben said as he looks at the mirror from where he crashed to see that, instead of Humongasaur, he was a red, black and dark gray humanoid mollusk with yellow green eyes and the Omnitrix symbol on his chest along wtih a pair of eyes on his chest and finger less gloves over his clawed hands, black striped sandal-like foot protectors and black pants, making him groan a bit as he face palmed with his four fingered hand. , making him groan a bit as he face palmed with his four fingered hand. “Water Hazard? Man…why is it so hard to get Humongasaur?”

he then got back up as he glared at the monstrous creature, Julie glaring as well as she whistled for Ship, making armor appear as rook got out his Proto-Tool, as water Hazard says, “I got this!”

he then jumps at him, slashing at it with his clawed hands before firing out pressurized water at it, which it dodged and swung it’s tail at, making the other two cringe. “I got this!” water Hazard said again as he jumps at it to keep it from moving, but it pinned him down.

“ship…?” Ship asked the two, his robotic eye glowing a bit to show he was also watching this as Water Hazard kept the monster’s mouth from getting too close as he looks at the others.

“What are you waiting for!?” He asked, annoyed as Julie crossed her arms and looked to the side.

“We did not wish to interfere.” Rook said with a calm tone as Julie nods, giving him a smile.

“Well, you DID say you got this, so…” Julie began in a teasing tone, as Water hazard gave a glare.

“This isn’t the time to be cute, Jules! Give me a hand you two! Please!” Water Hazard said in annoyance, as Julie gave Rook a smirk as her blaster came out, same with rook’s.

“Since you said the magic word…sure.” Julie said as she fired some energy blasts to get it away from Ben as Rook fired a cable to keep its mouth from opening.

“Nice shot, you two.” Water Hazard said as the two gave smirks as the monster roared out, breaking the cable. “Ah man…”

The monstrous creature roars out as it ran at them, jumping at Julie as it tried to bite down on her helmet, making Julie yell out in shock as she tried to get the claws creature off of her.

“Get it off1 Get it off!” She said, trying to shove it off as Rook fired at it.

“Hold still!” He said as Water Hazard grabbed it’s tail, tugging hard.

‘LET HER GO!” He said as he was able to pry it off of her, making it roar out as Julie groaned a bit, a bit disoriented from the sudden attack as the monster growls. Unknown to them, Khyber watched from afar.

“Three vs. one…unsporting…” He said with a scowl as he whistled, making the creature look up curiously before releasing a thick, yellow mist, obscuring it from everyone’s view as they went to grab it.

‘Got him!” Said all three at once…only to realize, after the fog had lifted, they only grabbed each other’s arms instead.

Water Hazard powered back down as Ben as he says, “Great…it got away. AT least we know who the bad guy is; its who ever sent that…Buglizard on us.”

“hmm…I think I know where to go. My investigation got us a lead.” Rook said as he motioned them along, as Julie sighs.

‘of course it did…” Julie said as she and Ben followed, heading for the less savory part of town.

The three headed towards a large bar-like area called the ‘gas chamber’, as Ben says, “let me guess: The Balloon is a regular here, right?”

“actually, this is where the cybernetic biped is…the one known as ‘Bubble Helmet’ by the Plumbers.” Rook said as he knocks, but a squid-like fish creature came to the door, glaring at them.

“Take the back way, oxygen breathers.” He hissed in annoyance as Julie analyzed the atmosphere inside.

“Hmm…that’s not oxygen…that’s a lot of chemicals that are not exactly agreeable with us.” Julie said as a mouth guard appeared thanks to Ship, to help filter out anything bad.

“Yeah…you better wait out here, Rook. Wouldn’t want you to get-huh?” ben stopped mid-sentence as he saw Rook got out his own cover, as Ben got the Omnitrix out.

“Lets go.” Rook said as he opened the door, as he raised his badge into the air. “Appendages in the air!” The various fish-like creatures only stared, not intimidated at all as a green flash appeared, as a 7 foot tall, green-brown humanoid turtle with flipper-like arms and stump-like legs with three toes each, yellow-green eyes and eight large holes in his shell with the Omnitrix insignia on his forehead.

“Terraspin!” he said as he glares at the folks, walking into the atmosphere with no problem as he says, “Cool it with the badge, rook. We’re not cops…well, you two are. I’m a super hero.”

Julie just rolled her eyes as she says, “OK, we’re looking for a guy named Bubble Helmet, you heard of him?” No one spoke as Terraspin frowned.

“Not chatty, huh? Well…maybe it’s just this atmosphere. Allow me to change it up.” Terraspin’s head suddenly retracted as he spun his limbs in a circle, releasing a suction that retracted the gas, making the creatures begin to cough and hack at the sudden change in atmosphere.

Rook looked and saw Bubble helmet, which was actually a large pink worm wearing the armor, gasping for breath as he qent for his helmet. “There he is!”

“I see him!” Julie said as she used an energy jump to go over the people and landed beside the helmets and grabbed it from him, as she glares at him. “Hi, remember me?” She asked as she tossed the helmet to Rook, who caught it as Terraspin came over.

“Nice place you got here…great atmosphere. Listen, we’ll leave if you tell us WHO is in charge of these shake downs, who is your boss?” Terraspin said as Bubble Helmet hacked a bit.

“I’ll tell-*wheeze*-once I can breath…” He groaned as Rook just nods as he put the helmet on.

“Fair bargain.” He said, as Julie facepalmed.

“Rook, wait!” Terraspin said as Bubble Helmet pressed a button with a smirk as gas formed into his helmet, as he suddenly took off into the air and flew away as Julie groans at this.

“Rule one with bad guys: do not let them trick you!” said Julie as rook looked sheepish as terraspin suddenly began to rotate as Rook got on. “Speed mode!” Suddenly her armor shrank into it’s speed form and the three went after Bubble Helmet, the atmosphere in the bar returning to normal as they left.

“First time deal with an interrogation, huh?” Terraspin asked as Rook nods.

“Yes, I have read about them. This is one of the first time I had interacting with them.” Rook said as Julie shrugs.

“it’s OK. I’m still getting used to this as well.” Julie said, still going after them.

“We better not lose him.” Rook said, taking off his mask. “this rodent will lead us right to their nest.” The other two nod as they went after him.

(Unknown Location. 16:34)

In another part of Undertown, where an intersection was located, a group of humanoid robots with skull-like designs, red robotic heads and robotic limbs that help a group of different-looking thugs.

A Stitched up humanoid looked to the darkness as a figure looked this over. “So…the machines are ready, yes/” he asked, his red eyes piercing the darkness as he walks over.

“Yeah boss…but why are we putting the Shakedown machines all over town? Only the alien shops can pay us in Taytanite.” The creature said from a head in his torso said as the figure smacked the upper head, making it moan a bit in fear.

“It’s not about money, you fool…our master wishes for us to inspire FEAR into these pathetic earthlings.” Said the figure with a dark glare. “Soon all of these earthlings and these pathetic refugees will fear the name-“

“BEN 10!” Bubble Helmet yelled out as all of the thugs and robots looked up to see Bubble Helmet coming in with Ben’s team in hot pursuit. Rook jumped and landed on Bubble Helmet, making him crash down in front of them.

“We had a deal!” Rook said with a glare at the alien as Terraspin landed as he looks ahead.

“Rook, heads up!” Terraspin said as Rook looked up as he landed and Ship powered down, panting a bit from the energy use as Julie pets Ship, putting her hands up as Ben’s watch timed out, as he and Rook put their own hands up.

“Well, well…Ben Tennyson and his mate…along with someone new…interesting.” Said a voice as the figure walked into the light, making Ben and Julie go wide eyed while Rook looked curious.

“Psyphon!?” both humans exclaimed in shock, as before them was a humanoid being with pitch-white skin, red eyes with black covering, sharp teeth, a horn-like spike on the top of his head and wearing a cybernetic cloak.

“IT seems my investigation gave us your ‘big bad’, yes?” Rook asked as Ben gave him a flat look.

“No one likes a bragger, Rook.” Ben muttered, which gave Julie time to give him a flat ‘seriously?’ look before looking up at Psyphon.

“So Vilgax is behind these shake down machines?” Julie asked, surprised as Psyphon just chuckled. Julie then asks, “What happened? After getting godhood taken from him, he decided to go for petty thefts and intimidating innocent people?”

“Never underestimate my master, human…you.” Psyphon said, glaring down at a nervous Bubble Helmet. ‘you lead Ben 10 here…I don’t know whether to thank you…or kill you.”

“Uh…thank me-GAAAAAH!!!” Bubble Helmet yelled in pain as he felt a red blast of energy surge through him as the others look with shock as he groaned, passed out but alive as Psyphon’s eyes glowed faintly as he gave a dark smirk.

“Thank you.” He said as he glares at them. “I’m assuming you wondered what happened to me since we had last met, yes?”

“Not really.” Ben said with a shrug as Psyphon chuckled as Julie got ready, Ship growling at all of the thugs.

“Then I guess you wouldn’t know how much joy this next phrase will give me…GET THEM!” He commanded a the thugs all fired as Ben and Rook all jumped away, Ship powering up as Julie gave a smirk, the lasersn ot even phasing Ship as she glares at the group.

Rook dodged blasts as he kicked a humanoid warthog-like creature in the face, getting his Proto-Tool out into weapon form as Ben hid behind one of the bombs and activated the Omnitrix. 

Two of the aliens advanced; one having an insectoid look while theo ther was a towering giant as Ben grumbles, “OK…work for once!” As he slams down as the two came near him…only to get sent flying back by a piston fist from a large, humanoid being with yellow armor akin to a bulldozer, a helmet-like head with small ears, a long silver tail and clawed hands, with the Omnitrix symbol on his chest clear as day.

“ARMORDRILLO!” He yelled out as he grabbed two of the bombs and fired them out with his piston-like arms, making them fly out and smack aside two of the thugs as Julie fired at the aliens with blasters, Rook doing the same.

“Ben, behind you!” rook said as Armordrillo got one of the bombs and threw it at the warthog alien before charging at the other thugs.

Julie glares as some robots came around her as she says, “Ship, multi-missle!” Suddenly the shoulders on the armor opened up, firing out small missles at the various machines, making them blow up as they fired lasers at her, making her grunt in response.

Julie dodges some of them as she says, “OK, fire!” as she fired more lasers at them, making several blow up as others charged at her, making Ship growl in annoyance at this as Julie got an idea. “EMP blaster, Ship!” Suddenly the gun changed as she sent out an electrical pulse at them, making the robots shut down as she gave a nod.

Ship then groaned a bit as he powered down, turning back into his blob form as Julie nods, as she got behind one of the bombs that were still standing and got out something from the bag she was carrying with her; parts of a blaster as she hid behind some pillars with Ship as she quickly began to assemble them, putting together a blaster as she got ready.

Armordrillo roared out as he smacked aside a few goons while Rook fired upwards, making several items fall, as Rook aimed. “…hmm, I do not have a witty retort.” Rook said, as Armordrillo blocked a punch from a bigger alien.

“Don’t force it, let it come to you.” He instructed as he was sent flying by one of the bombs hitting him, making him groan a bit as he saw Psyphon coming over, a dark smirk on his face.

He then sent him flying back with a pulse of energy, making Julie and Rook go wide eyed as he saw him go flying. ‘BEN!” Julie yelled in horror as ship gave a surprised beep in response.

Armordrillo yelled out as he landed on the ground below with a grunt, groaning a bit as Psyphon flew after him. “Lets see if you are prepared for this, boy!” He said as he fired a strange energy blast from his wrist, making Armordrillo’s arm expand as it suddenly began to send out seismic shockwaves.

“AAAH! What-what did you do to me!?” He asked in pain, holding his arm as it shook like mad.  
“it’s a neurological energy lock. It makes your nervous system quite…erratic.” Psyphon smirked, unaware they were being watched by Khyber and the Buglizard.

“…Separate them, Tennyson is my prey only.” Khyber said as the monstrous prey growled before running down at them.

Armordrillo groaned a bit as he slammed down on his chest, making him turn back to Ben as he groaned, feeling his arm twitch a bit in pain. “Hmm…that twitching is only temporary…but soon, you’ll feel something when I take your corpse back to Vilgax.”

Suddenly a roar is heard as Psyphon looked behind himself with confusion as he saw Buglizard coming in, roaring as he glares at Ben. “Psyphon, call your monster off!” Ben said, as Psyphon sneered as he flew away.

“Not my dog…but he’s your problem now!” He said as he laughed, as Rook came out and followed after him.

“Hold it in the name of the Plumbers!” Rook said, chasing after him as Julie saw this and growled.

“Oh thanks a lot!” She said in annoyance as she rolled her eyes in annoyance, “Boys…” as she fired at the crooks, who fired back as she kept cover while Ship continued to recharge himself. “Ugh…this must be karma…Ship, if I EVER complain about what henchmen I fight, give me a reason to NOT to.”

“Ship.” Ship said with a nod as his body glowed with full power as he nods.

“Great, you’re back…now we need to get these guys. But how about we try just weapon this time…say, your cannon mode?” Julie said as Ship nods and became a tripod laser cannon and fired green energy blasts to aid Julie with her firing her Multiblaster.

Back on the ground, Ben dodged away from Buglizard, slamming his wrist down as a roar is heard, as Ben took the form of a white, black and blue yeti-like creature with a pink face, dark green eyes with black pupils, five fingers and large feet wearing what looked like black pants with a white sleeved jacket coming up, making a lightning bolt-like symbol that reveals his chest area, , roaring out. “SHOCKSQUACH!” He roared out, electricity forming all over him. He then charged at Buglizard, as it roared back.

Psyphon got ahead of Rook, who glared ahead as he says, “Psyphon. This is your last chance to surrender before I am forced to use force against you.”

“Try me, Revonnahgander.” Psyphon said as he fired energy blasts down at him, which he dodged with ease as Psyphon noticed the armor…as a dark smirk appeared. “That armor…very advanced…I must have it.” He said as he flew after him.

Back in the fight with the thugs, Julie groaned as she kept firing, ducking behind every so often as she says, “OK…this is getting ridiculous…Ship! Lets get them to surrender.” She gave a wink, as Ship nods and turns back to his liquid form as Julie came out as the thugs all aimed.

“What are you gonna do now, little girl? You do not have your armor.” Fistina said with a smirk as the warthog snorted a bit.

“Agreed. Thunderpig doesn’t see how you can win without it, little girl.” Thunderpig laughed as a bellow is heard as they looked up with shock as Ship came out…as a large space ship, armed to the teeth with various cannons and guns as they all aimed down.

“SHIP!!!” It bellowed, as they all looked between her and the large space ship, now scared.

“You were saying?” Julie said with a smirk as they all put their hands up in surrender, not wanting to go up against that. Julie then got out her plumbers Badge as she says, “This is Plumber Trainee Julie Yamamoto, requesting a pick up for a gang of thugs.”

Shocksquatch roared out as he grabs Buglizard by the head and slammed him down before sending a two-fisted grim down and slammed him into the ground, smashing through with a few good hits. 

Rook dodged laser blasts from Psyphon, who was grinning darkly as rook ducked, rolled and flipped over various spots on a construction site they had come across as he glares up. ‘My armor is not for sale, Psyphon.’

“I don’t wish to buy it…I’ll take it from your cold, lifeless corpse if I must.” Psyphon said as he chuckled as he asks, “How green are you?” Suddenly a cracking sound is heard as Psyphon looked in shock as he saw the building was about to collapse as he yells out as he was pinned down by rubble.

“Not green enough to let a building land on me.” Rook said with a smirk…as he chuckled. “My first witty remark…not bad.”

Shocksquatch roared out as he wrestled with Buglizard in a subway area, grunting as his body sparked with blue electricity as Buglizard tried to bite down on his head, which he grunts against as he shoves him off when he noticed a familiar car and smirks, “No brakes!”

The monster roared out as it was hit as Shocksquatch got up with a faint groan. He then saw the large reptile coming back as he says, “Still at it, aye?” He then saw a ladder and smirked as he jumps over Buglizard. “OK…time to give you a…shocking experience.” He smirked to himself at the joke as Buglizard followed after him, hissing darkly.

“Gotcha!” He roared out as he sent down bolts of electricity down at it, making it roar out in pain as it was sent back as Shocksquatch fired down a blast of pure energy down, making it roar out.

The monster hit the ground with a groan as Ben came back down, turning back to normal as he heard a voice say, “Ben! I made a wise crack.” He then turned to see Rook and Julie coming up with a handcuffed Psyphon.

“I got Ship taking care of the thugs. I made sure to get the more tech-savy of psyphon’s henchmen to defuse them.” Julie said as Ben nods, unaware of the Buglizard awakening and releasing a yellow vapor, making the three heroes cough as the monster got away.

“Ugh…it has gotten away.” Rook said with a scowl as he looked at Ben and Julie, unsure of what happened with this situation as he drags Psyphon along, Julie following as Ben stayed for a moment, but followed soon after.

(Khyber’s Ship. 17:04)

Khyber sat in his ship, his dog turning back as he pets it in comfort. “do not worry, old friend…the hunt will continue…do not worry.” He said with a smirk as he looked around his trophy room; revealing many deceased alien relics from a skeleton of an alien like Rath, to a shell of a creature like terraspin, to a rug that looked akin to a quadrapedal dog creature and even a head of one of the Crabdozers.

(Back at Undertown. 17:06)

“OK, move it along.” Said a humanoid fish-like creature as he and other Plumbers had arrived, handcuffing all of Psyphon’s goons as they were put on transports as Psyphon glared at Manny, who was dragging him along.

“I am telling you, I do not know what that creature was.” Said Psyphon as Manny rolled his four eyes.

“Yeah, this is me not caring. Get moving, scum bag.” Manny said as Psyphon growled at the half-Tetramand as the fish-like alien, Patelliday, just nods as he adjusted his glasses and lead the aliens into the ship.

“So, how did you two like your new teammate?” max asked Ben and Julie, as Julie pets ship for a job well done, as he rubs against her hand affectionally.

“He’s a good fighter and really nice…though he’s a bit of a doughnut hole though.” Ben said as rook came up, looking curious.

“Is that good?” Rook asked, as ben gave a nervous smile.

“Yeah…see?” He said to Max, as Max chuckled as he ruffles his grandson’s head.

“Eh, you’ve been at this for awhile, so I think you need at least one. Besides, Julie is still new at this too. So you got a lot of teaching to do, kiddo.” Max said as ben nods while Julie gets up.

“We never did get anything to eat, huh?” Julie said as Ben nods, groaning a bit.

“You’re right…I’m starving.” Ben said as Rook got up a couple bags.

“Magester Tennyson said that you both enjoyed these ‘Chili Fries’, yes? I got some of my own food from Baumann’s store, but I did get these for you two. Wish to join me for a meal?” rook asked, as Ben and Julie grinned widely at the mention of ‘chili fries’.

“Sure…partner.” Said ben as he put a hand out for a high five, which Rook returned with a smile. “Come on, Team. Lets go eat.” Julie laughs at this as Ship went onto her shoulder as she follows after them, Max chuckling.

“This is going to be an interesting time, for sure…” Max said, shaking his head at this as the group went on their way, unsure of what the future will hold, but they know this: they will take it as a team.

End of Episode 2.

Well, heres episode two. The next one is more original than these two, as this was my take on the first two-parter of this series. I hope you all enjoyed it and please let me know what you think. Please read, Review and suggest away!


	3. Big Dog On Campus

**Summary for the Chapter:**

> Rook decides to visit Ben and Julie at their high school, curious on how human education is like. Though against it at first, Ben allows it as long as he behaves himself. Which would be a problem, as the monster from Undertown is coming into the school to hunt for Ben. Can Ben and his team stop this monsterous hound, or will his classmates be dogmeat?

Time for a new episode, shall we? I do not own Ben 10, that honor belongs to the creators and writers of the original series. I only own original characters, and even then, that’s not always the case when it comes to their species. Anyway, enjoy!

Big Dog on Campus

(Tennyson Household. Bellwood. August 7th, 07:05)

It was an average day in the suburban area of Bellwood, especially at the Tennyson household. Except for one thing…

“Ah man, I’m late!” Ben said in a panic in his room as he packed his school supplies as he quickly ran downstairs, passing by an older, brown haired man as Ben finished putting his backpack on.

“Whoa! Easy there, son.” Said the man as Ben turned to look at him.

“Sorry dad-I mean, Carl.” Said Ben, quickly changing it as the man, known as Carl Tennyson, just chuckled at this. Ben came downstairs as he passes by a blonde haired woman who gave him a brown sack on his way out. “Thanks mom! D’oh, I mean ‘Sandra’…I’m still not used to that.”

Ben then went outside and yelled out, as he face palmed. “Right…I forgot, Cooper was gonna fix up my car…I know…I’ll go pick up Julie the old fashion way. And since I know neither of us want to be late…” He said as he set his backpack and sack lunch down as he looked through and slammed down.

Suddenly his body began to grow in width, turning into a red, humanoid manta ray-like creature with yellow ‘wing’s under his arms, with three-fingered hands, yellow-green eyes, yellow curved horns on his face, jagged teeth and a long tail. He was clad in a black jumpsuit with a white crest under his neck with black lightning bolts-shaped patterns going down to the Omnitrix symbol on his chest.

“JETRAY!” He said as he took to the air, grabbing his bag and lunch as he took off towards Julie’s house.

A few blocks away, Julie hummed a tune as she brushed her hair, finishing up by putting it into a ponytail as Ship jumped onto her back, turning into a backpack as he did so as she put her books into her bag.

“Julie, you ready yet?” asked a female voice downstairs as Julie just chuckled.

“Yeah mom, I’m just gonna go meet up with Ben on our way to school.” Julie said as she ran downstairs, passing by a older Japanese woman who just chuckled, readjusting her red button up shirt and dark blue skirt.

“Quite the energetic one, that girl.” She chuckled as Julie passed by an older man with a blue polo shirt over a white t-shirt, a pair of black pants and a pair of shoes. He looked at Julie calmly before shaking his head before giving her a stern look.

“Juliette Marie Yamamoto, will you slow down before you make yourself trip?” He asked with faint annoyance as Julie slowed down as she gave a sheepish look.

“Sorry dad.” She said as she opened the door as she says, “See you guys, love you!” as she closed the door behind her as she sighed.

“Hey Julie.” Said a voice as Jetray landed, setting his stuff down carefully. “You ready for school?”

“Yeah…uh, Ben? Last I checked, I don’t think space-age jumpsuits are in the dress code.’ Julie said with a chuckle, as Jetray looked himself over.

“Ha-ha, real funny. Hop on so we can get to school.” Jetray said as Julie just rolled her eyes faintly as she climbed onto his back, wrapping her arms around his neck as he took to the air.

“So, while we’re heading to school, mind telling me one of your adventures? Listen to you jab about your early days always help make time fly by.” Julie said with a joking tone as Jetray rolled his eyes.

“Bad pun aside…sure. OK, lets see…how many stories have I told you about Animo?” Jetray asked, as Julie gave a flat stare. “Ok, too many…hmm…how about the time Gwen, Grandpa Max and I sent out those early Christmas presents?”

“Wait, that was YOU!?” Julie asked, surprised. “…No wonder I got that new Tennis Racket 6 months early back then. Explain, now.”

“OK. So it went like this, we were in the middle of a desert and it was scorching hot…” Jetray began, unaware of someone watching from below, a slight growl escaping his lips as Khyber put down his telescope.

“Lets see where our quarry is heading, boy.” Khyber said as his dog growls a bit, following after the two on foot.

(Ditko High School. 07:45)

“And after that, everything turned back to normal. Heck, I’m still in contact with Elsgood and his grandkids.” Ben finished his story, landing on the ground as he turned back to normal.

 

“Wow…I still can’t believe you went all over the planet in one night. I didn’t think it was possible.” Said Julie with a smile as the two walked by a bench as they passed by someone.

“Good morning, team.” Said a familiar voice from near by.

“Hey Rook-wait, ROOK!?” Ben and Julie both turned in shock as Rook was, indeed, seated there as he gave a friendly wave before he was grabbed and shoved behind some foliage.

“WHAT are you doing here?” Julie asked, looking around. 

“I wish to learn more of this planet, and I believe your ‘Earth School’ can teach me many things.” Rook explained as Julie sighed in relief that no one noticed.

‘No offense, but after the whole thing with the Diagon, people have been iffy with aliens.” Julie said, sighing a bit as Ben looked to the side.

“How so?” Rook asked, now curious as Ben sighed.

“After the whole thing with Diagon turning people into Esca-whatevers.’ Ben said as Julie quickly says ‘Escalons’ as he nods, ‘yeah, those. A LOT of people began to go on the same bandwagon with Harangue with the whole ‘aliens are dangerous’ thing…people are more OK with me because, well, I use alien forms to fight crime.”

“But unless we can prove that other aliens are good, we got to be careful. I thought you were told about that in the academy…unless you graduated before the Diagon showed up.” Julie said, realizing something.

“As I had said, I came from my home world. I was not aware of the human’s ideas of us humans.” Rook said as he gave a smile. “Luckily, I got a solution.” He then got out a simple-looking pale mask that he readjusts and puts it to his face, making it glow a bit as a energy field went over him, making him look different:

He took the appearance of a pale Chinese-American teenager with faintly pointed ears and amber eyes and wearing a simple black and blue T-shirt and jeans combo with black dreadlocks and a pair of black shoes and a backpack on his back.

“What do you think?” Rook asked, giving a faint smile as Ben and Julie looked at each other and shrugs.

“Good…but I think you may need to get a cover story.” Julie said as Rook got out a schedule out.

“I am already enrolled, thanks to Magester Tennyson.” Rook explained, as Ben looked it over and looked up.

“Science, Calculus, PE…Cooking?’ Ben asked with a flat look, giving him a raised eyebrow.

“…What? I enjoy cooking and I would like to know how to make earth cuisine.” Rook said as he followed after the two to the school, as Ben rolled his eyes at that.

“Come on, let’s head to class before the first bell rings.” Julie said as the boys nod as they headed inside, unaware of the pair of red eyes narrowing in the shadows before moving.

(Later…Cafeteria, 11:56)

It was a normal day so far, as Ben was in line with rook as he groans a bit. “I swear my arch nemesis here is Mr. Abraham.”

‘Who?” Rook asked, confused as Ben sighs a bit.

“He’s my Third Period Chemistry teacher. Ugh…I hate that class…Abraham is cool, I guess…but seriously, the dude has to point me out the most.” Ben said, rubbing his head at this.

“Hmm…isn’t Julie also in Mr. Abarham’s class?” Rook asked, confused.

“First period, yeah…she’s actually my math and science tutor.” Ben said with a shrug as he looked over. “OK…the Sloppy Joe, fries and a cheery smoothie, OK Lauren?” The cafeteria worker, an African-American mid-30s woman, gave a smirk as she nods.

“No problem, Ben. Anything for my aunt’s favorite costumer.” Lauren said with a nod as she got the sandwich and a white and red box with French fries in it as Rook looked over his choices.

“Thanks. Tell Mrs. Dalton I said ‘hi’, OK?” Ben said as Lauren looked at Rook, who looked unsure with all of the selections as he looked at the bag he had brought with him and nods.

“…I’ll take a glass of water, please. I brought a bag lunch.” He said, showing a sack lunch he had brought with as Lauren nods as she got a capped cup with water in it and a red-pink smoothie in another as she handed it too them as they went out to the dining area.

The room itself was a simple yellow-gray area with three pillars with 14 round tables with teens all eating, all of them eating various foods from the cafeteria as Rook looked at Ben. “So…who is that girl?”

“Lauren Dalton, she’s the niece of Louise Dalton, the owner of Le’Roys, a local restaurant. Heck, her restaurant is actually doing the food catering for the school.” Ben said with a shrug, chuckling at this. “Lauren worked as a waitress before she did all this.”

“You two seem close.” Rook said, looking around curiously as the two sat down at a table as they sat down to eat their foods, Rook getting out what looks like three Tupperware packed foods of various kinds.

“Yeah, I was a regular there since I was 5 when my parents and I moved to Grandpa Max’s old place. Louise let my mom work there while my dad was looking for work.” Ben said with a chuckle. “My mom learned how to cook from her…honestly I preferred her cooking over mom or Grandpa’s, that’s for sure.”

“Why is that?” Rook asked, unsure at this as two teens walked in, sitting down across from them.

“Yo Ben, you hanging out with the new kid?” asked the shorter of the two teens as Rook looked at them curiously. The shorter boy had a thicker build with shaggy brown hair, round-rimmed glasses over his dark brown eyes, a olive-brown t-shirt and a pair of jeans. The taller of the two was skinny with an oval shaped head, faintly tanned skin and black hair, wearing a red t-shirt and a pair of jeans.

“Yeah. Rook, this is Cash and JT. They used to be pains, but they’re OK now.” Ben said as the two gave a greeting as they began to eat.

“So…what are you doing here, Rook? Where’re you from?” JT asked as Rook ate something that looks similar to noodles with bits of meat in it.

Rook gulped his food as he says, “I am from…uh…” He looks around and says, “Uh…Boston.”

“You’re not sure?” Cash asked, now raising an eyebrow at this.

“I am sorry, I can get nervous around new people.” Rook explained as the two former bullies just shrug at this, as Ben felt something off as he got up.

“I need to use the bathroom, watch my lunch, OK?” Ben asked as he walked off, heading down into the hallway as he noticed the doors in a hall was busted open as he looks around, confused as he got his Omnitrix out and tuned it a bit and slams it down.

Suddenly a green glow came out of him as he took a large form, almost the size of a medium sized car, with dark orange, shaggy fur with light brown, thick stripes on his back that went from the back of his thick neck down to his backside, with thick arms and legs with thick spiked fur with a mid-length tail. But the oddest thing was that the head was almost completely featureless except for a mouth with black lips and jagged teeth and three gills on his neck, which moved a bit, moving his black and white collar a bit, the Omnitrix symbol shimmering a bit..

The creature, Wildmutt, roared out, before sniffing the air, it’s gills shifting a bit as it sniffed the air, growling at a familiar scent as he ran in that direction, growling darkly before roaring out as he was suddenly tackled by something, making him go back a bit before snarling, seeing Buglizard in front of him.

The reptilian monster hissed darkly, as the larger creature roars out as he jumps out, Buglizard hissing as he ran off, Wildmutt roaring out as he chases after the lizard-like monster who growls a bit as the yellow mist suddenly filled the hall, making Wildmutt cough as he thrashed about, roaring out in pain as he suddenly began to run blindly, slashing about and smacking Buglizard aside as he shook his head, coughing at this as he blindly runs into one of the empty classrooms.

Wildmutt groaned a bit, rubbing his neck at this as he turns, snarling as he ‘saw’ Buglizard snarling at him before a strange sound is heard, as it went into the mist and a bright flash before seeing that Wildmutt had vanished, growling before leaving, another flash forming as it vanished.

Unknown to him, three glowing, triangular eyes and a huge, fanged grin came into view on the ceiling before it vanished again and suddenly the sound of scampering is heard, heading over the walls and crawling down the side, as Rook looked around.  
"Ben? Ben?" Rook asked as a sound of 'Psst' came near him, looking to the side to see a shimmering light came into view as a large, humanoid pale violet reptilian being with camouflage-styled splotches of scales covering his body, with a black short sleeved jumpsuit with white stripes on the ends of his sleeves on his arms and legs and on his chest, giving him a robber-esque look, black four fingered gloves and three toed boots with pointed tips for claws, a black and white belt around his waist and a long, curled tail, and a black spiked helmet with three eyeholes: left eye being blue, right eye being red and the middle eye being green, all three with small, circular pupils in each eye that move around at all times, giving the alien an odd, chameleon look to him.

“It’s ChamAlien, man. And so far, Buglizard has vanished from sight after some weird whistle came out…though with this school, that could have been anything.” ChamAlien said, before he noticed something. “Wait…ah crud…someone else is here…” He said as he vanished again, his scales shifting to matching the colors of the area around him.

Rook looked around as he got something out of his shirt, as he reveals a large, white and light tan spider-like monster with a silverfish-like body with a reptilian head with a large, smile-like mouth and shaggy, brown hair on the legs and back of his head with four, smaller legs coming around his head and a familiar collar around his neck.

“That Collar…it is the same as the Buglizard…they are from the same source.” Rook said as he saw a fire escape near by and quickly pulls it, running away. “Everyone, get out now! There is a giant spider in the school!”

The students came out of the cafeteria and saw this and screamed out in fear, as the giant spider roared out, making the people run out as suddenly ChamAlien grabbed onto him, gripping tightly as he says, “Everyone, get out now!” The students all looked as he saw the tail came out, a stinger coming out of the tip and stabbing into the spider-like monster’s thorax, making it roar out in pain.

The students all moved out as Julie came out of her class and looks at Rook, as he says, “I need to get my stuff. I’ll be right back.”

Julie nods at this as she says, “Ben! Get that thing to a more open area!”

“Got it!” ChamAlien said with a cheshire-like grin as he jumps off, vanishing into the air and scampering off, the monster roaring out as Julie smirks.

“Ship, Stealth Mode!” said Julie as ship suddenly went over her, taking the form of a armored body suit with the wiring stylized as a sort of camouflage-styled markings covering her body with a face mask that covers all features on her face, Ship’s eye going onto her back. Suddenly the armor began to glow, as she vanished as well, heading with him.

The spider growls as it sniffs the air, following after before heading outside, roaring out as the students and teachers look in shock as it was suddenly blasted as Julie blasters on it as ChamAlien came out, glaring as well as the monster growls at them.

“Sorry pal, but you’re outnumbered. Give up now.” Chamalien said as the monster roars out as he says, “Come on, and lets pin it down!” He said, jumping up as he tackled into it, wrapping his tail around his neck as Ship fired out a bola from Julie’s wrist, making it trip over itself.

“Someone, call, well, anything, that can keep this thing down?” asked Julie as the creature then opened his mouth, making a red energy suddenly come out as Julie and ChamAlien both yelled out, feeling the energy go over them as Ship went off, groaning a bit as Julie landed as ChamAlien followed, both groaning a bit from the shock as the creature came out of it’s bonds and growls darkly at them, his mouth over ChamAlien’s head when he roared out from a sound as JT and Cash, who were near a car, were honking it.

“Hey freak show, over here!” said JT, trying to distract it as the monstrous spider roared out, banging it’s head as Laura and one of the other teachers came over and dragged ChamAlien and Julie away, a girl taking ship into her arms and running away from the monster.

It saw this and growled a bit before scampering off, heading to a manhole and ripping it open and crawling it, roaring out still, unaware of Khyber’s glare forming on his face.

(Later…14:12)

“Ugh…where am I…?” Ben asked with a groan as he woke up to see JT, Cash and Rook looking down at him.

“Hey man, you alright?” JT asked as Ben rubbed his head, groaning a bit.

“Anyone get the tags on the thing that hit us…?” Julie groaned as Ship shook himself.

“What was the attacker, Principal Wayne?” an officer asked, looking over some notes as a older man with graying brown hair, short brown hair and wearing a button up flannel shirt under a black jacket and a pair of black pants looked around, adjusting his glasses.

‘”It looked like a giant spider with a lizard’s face on it. I think it was an alien or one of Animo’s things, I’m not sure. All I know is that it’s somewhere in my school. With who knows what else.”

“Principal Wayne? Is everything OK?” Julie asked, coming over with ship as he nods.

“Yes, Miss Yamamoto. I was just telling Officer Jones here about the creature that attacked you.” Principal Wayne explained as Julie nods.

“We met something like that last week. So far that’s the third monster we met.” Julie said, as she says, “Rook here told me that it was wearing a collar…looking back, the other two wore ones as well.”

‘Yeah…and that thing looked like something I met when I was a kid…one of my grandpa’s old friends, Phil, was turned into…THAT when I was a kid. I think who ever is this thing…I think it could be someone messing with someone’s DNA.” Ben said, as Officer Jones nods.

“Thank you, Mr. Tennyson. I’ll send a squad here to help pick things up.” Officer Jones said as Rook came over, raising his hand.

“What of those…people in jumpsuits, what are they called again?” Rook asked, as Jones looked at him oddly.

“You must mean the Plumbers. New Kid?” Jones asked as Wayne nods. ‘Yeah, the Plumbers were who I was going to call. They handle these alien things better than the local BWPD can. We can help with guys from our planet no problem, but outside of that? Not much.” Jones explained as Rook nods.

“They know about the Plumbers? I thought it was a secret group…” Rook whispered, confused.

“Used to be…but the governments made them look like a group of hired Alien-based police after my identity got revealed.” Ben explained, as Rook gave an ‘ah’ look.

Khyber frowns at this, watching this from the tree tops, as he says, “Too many here…might need to scare them off…and I know how.” He whistled again, as Khyber’s dog looked up at this in the sewers, growling before a red light came around it.

“Alright…I need to get…something. If that is alright.” Rook said as a shaking is heard, as the ground shook a bit.

“Oh no…what ever that is…it’s coming back!” Jones said as a roar is heard, as Ben frowned.

“Everyone, get back!” Ben said as Ship jumped onto Julie, turning into her default armor as Rook ran off into some bushes as the other students went away, unaware of Rook grabbing his face mid-run to get his ID mask off.

Suddenly the group ripped out, as a thunderous roar is seen as a towering monster glared down at them with bright red eyes, glaring down as he snarled a bit. The creature appeared to be a giant, dark violet serpent with gray rocky armor with a rocky mask over his face, a dorsal fin-like head on his head and a face akin to a shark, and wearing a collar around his neck.

“A Root Shark…so who ever this thing REALLY is, it knows a lot about alien predators.’ Ben said as Rook came out, as Ben gave him a look. ‘about time you got here.”

“I apologize, I had to change.” Rook said sheepishly as he got his Proto Tool out as ben dialed on his Omnitrix.

“Alright, it’s HERO TIME!” Ben said with a smirk as he slams down and a green light came over him….

“SPIDERMONKEY-Wait, WHAT?!” Spidermonkey asked in pure horror, looking himself over as the creature glares down, making him gulp nervously.

“Aren’t Arachnichimps the natural prey of a Root Shark?” Rook asked, confused as Spidermonkey gave him a flat look.

“Your deduction is VERY well polished, Sherlock…” Spidermonkey said flatly as the Root Shark slams down, making him screech out as Ben dodged, Julie and Rook rolling away.

“Blast it!” Julie said as she and Rook began to fire at it, making it growl in annoyance as Ben used his webbing to swing away, as he looks up into the air after landing on a lamp post.

“Universe, how have I wronged thee? Because if this is a joke, it’s not funny, it’s VERY twisted.” He asked, his hands in a mock prayer as the giant worm-like beast roared out and came out of the hole, revealing that it was over 40 feet long with a fin-like tail. It roars out as it bits down on the lamp post, yanking it out of the ground as Spidermonkey jumps off and lands on his back, making him screech out from the rocky body as he jumps back, rubbing his now sore hands as his lower hand turned his Omnitrix a bit.

“Get me something good, please! I do not want to be eaten!” Spidermonkey said as he slams on his chest, making a glow come over him, his body taking a more humanoid shape, akin to a 5’8 tall cat-like being with spiked up black and blue fur, a short cat-like tuft of a tail, paw-like hands and feet and wearing a black jumpsuit with a white lightning bolt pointed down, with black gloves with spikes on the sides, with a white and black mask covering his face except for his cat-like mouth and nose area.

“FASTTRACK!” Fasttrack said as he sped down on his back, jumping off before doing a u-turn, yelling out as his arms shined a bit as he jumps, slashing at fast speeds, making it roar out in annoyance as Julie and Rook aimed missiles.

“FIRE!” Rook said as he fired a missile from his Proto-Tool and Julie filed multiple as well, Fasttrack moving quickly out of the way as the Root Shark roared out, getting dealt a lot of blows as it growls a bit, it’s rock hard body protecting it from a lot of damage but it just growls a bit, glaring darkly at them.

Fasttrack then glares at it as the monster growls before he went down into the hole it made, slinking away as Fasttrack growls at this, as he says, “You ain’t getting away that easily!” He then sped forward, but was smacked away by the Root Shark’s tail, making him yell out at this as Khyber nods.

“Smart boy…this hunt is going to be more difficult than expected…but nothing I cannot handle…” Khyber said, looking down at this with a scowl as he says, “and I now know of one of his proofing grounds…I just need to pick the right time.” He then jumps away at this, leaving.

Fasttrack groaned as he changed back, rubbing his head as Julie and Rook came over. “Ugh…it’s official, what ever has that thing under it’s employ…is smart…” Fasttrack looked at the two at this as he got up.

“A Root Shark, a giant spider AND Buglizard in one day? That is weird…maybe we should see Max about this?” Julie asked as Ben nods.

“I will call for a ride. My car is being worked on by Cooper.” Rook said as Ben put a hand up.

“Don’t worry, I got an idea. Just hang on.” Said Fasttrack as he wrapped his arms around the two as Ship turned into his backpack form as he suddenly sped ahead, making the two yell out from surprise.

Khyber watched from afar before hearing rumbling behind him and turned too see the Root Shark come out before turning back into it’s dog form, before giving it a frown. “You were careless, old friend.” The dog whimpered faintly at that tone as Khyber just grunts at this.

Khyber got out his knife as he says, “Though at least we know that you can chose the right aliens…but for now, I need to make battle plans, come.” He said, as the dog followed after him.

(at the Plumbers base. 15:54)

“So…you think these aliens are connected somehow?” Max asked as he looks over Rook’s report, as Ben nods.

“Yeah. Rook said they were all wearing this collar thing. Maybe someone’s messing with aliens or someone tamed a lot of alien animals to do their dirty work.”

“Hmm, I’ll look into this. Thanks kids.” Max said as Rook looked at Ben and Julie, curious.

“Sorry your first day wasn’t all it cracked up to be, Rook.” Julie said sheepishly as Rook shrugs.

“I rather enjoyed it, actually. And I cannot wait to go back tomorrow. Though I am hopeful fighting monsters are not a normal occurrence.” Rook said, as Ben just smirks.

“Honestly I prefer it if it was, but sadly it isn’t.” Ben sighs as he says, “And now…for the toughest job a guy like me can have…”

“And what is that?” Rook asked, as Ben sighed, looking up with a dramatic tone.

“Homework!” He said as Julie rolled her eyes and walked ahead.

“Quit being a drama queen, Ben. It’s just chemistry, I can help you out.” Julie said as Rook heard this, looking up curiously.

“I could help as well.” Rook said as Ben smirked, as he motions them along. “…Though don’t we need our books?”

“…Right…” Ben facepalmed at this, annoyed before seeing a blur come in and saw his and Rook’s backpacks were in the building. “How did-“

“I picked them up, don’t worry.” Said a voice as Helen leaned against a wall, giving the group a smirk. “I talked to your principal about that.”

“Alright…?” Ben said as he asks, “Wait, why did you grab my and Rook’s stuff?”

“I was one of the plumbers at the scene. Also, here’s your ID mask back, Rook. You forgot it at the school.” Helen said, handing him back the mask as he nods.

“Alright…lets get to work…I guess.” Ben groaned as he says, “I am so doomed…” Rook, Julie and Helen all laughed at that as Ben just pouted a bit, annoyed as he walked on.

(at Khyber’s ship. 16:10)

“So…I see you haven’t caught Benjamin Tennyson yet.” Hissed a voice on the other side of a computer, his face obscured in the shadows as Khyber shook his head.

“No, he has…alliances that I am trying to shake off.” Khyber said as another image came in, a noticeably larger head to it.

“Khyber, I did not request your services and give me poor justification for your ineptitude. As the Universe’s greatest hunter, and I use that term loosely, I would have anticipated more worth while services. I believe I may have over-estimated your chances…” said the new voice. “Maybe I should have requested the aid of Apex…he would at least be more willing to fight him himself, and not just anticipate the outcome.”

Khyber’s eyes narrowed at the mention of the one known as ‘Apex’, as he says, “Now see here, doctor. I am the greatest hunter in the universe…I just need to study my prey, figure out his habits, his personality…and of course, his weaknesses. And then, once I find them out…he will be ours and you may get your prize.” Khyber said as the hissing voice chuckled.

“Good…then get too it, Khyber. And do not keep us waiting.” Said the voice as the video ended, with Khyber scowling in the darkness, clenching his fist in annoyance.

“Disrespecting the universe’s greatest hunter…and even saying that…brutish feline can do better than me…” Khyber said with a slight growl as he stabs into the wall with a knife, stabbing into a series of pictures, which hit the large shell-like mark on the wall, making the dog whimper a bit in fear of it’s master’s lashing out.

“Soon Ben Tennyson…your head will be mounted on my wall.” Khyber said, scowling darkly at this.

End of Episode 3

Well, I hope you enjoyed the first original episode that I thought for this. Please let me know what you all think and tell me what to fix with. I am also curious if I can get a beta reader for this in future cases so I can work on these better. And please Read, Review and suggest away!


	4. Mega Problems

**Summary for the Chapter:**

> As the team gets to know each other through patrol, it's discovered that the Megawatts have gone loose again, though this time, someone is using them for weapons. The group find themselves meeting face to face with Fistrick, a weapons dealer whom took the megawatts for himself. Can Ben and his team save the Megawatts or will they become next on this guy's payroll?

OK, here’s the next episode. This time it’s based on A Jolt of the past, Fistrick’s first appearance. Hope you enjoy it. And remember, I don’t own any of the characters used here except for OC characters and even then, they have species types that belong to Man of Action. Enjoy!

Mega Problems

(Bellwood Harbor. Abandoned Warehouse August 9th, 19:34)

At a large warehouse in the harbor, someone was lifting weights currently, as someone came in, wearing a hoodie over his head. “Hey boss, we got the shipment.”

‘So…did they like the offer we gave him, bro?” Asked the man who was lifting the weights, grunting as it was revealed he was lifting over 400 pounds on each side. 

“Yeah…luckily, we were able to get it out of back from Sparksville.” Said the man as he removed the tarp to reveal something glowing under it as the figure smirked in the shadow as he walked forward.

“Nice job, Corvo.” Said the man with a grin. “And now…no one can beat our weapons with this new power source. I mean, what are the odds of anyone taking us on now?” the mysterious figure said with a laugh, as Corvo grinned darkly in the shadows.

(Plumber base. Training area 19:39)

Rook walked down a hall before hearing the sound of explosions as he went in that direction, opening the door to a shocking sight; Julie and Ben currently training, Julie practicing kicks on a sand bag that Ben was holding.

“OK, lets try that last one a little harder now.” Ben said as Julie nods as she gave more force into the kick the second time before he nods. “Nice. Mind if we practice on what Bloxx can really do?”

“Sure…. where’s ship?” Julie asked as she heard yipping as she turned and giggled as Ben just laughed at what they were seeing: Rook trying to keep his Proto-Tool away from the jumping Ship, who kept trying to get at it.

“No, down boy. Stay. Do not try and take my Proto-Tool, small one.” Rook said, as ship kept beeping for it, as Julie gained a mischvious smirk.

“Oh Ship~. Ben wants to play Fetch.” Julie said as Ship beeped suddenly to jumped up, making Ben panic as he quickly dialed and slammed it down, his body coating with stone-like marks as Ship suddenly turned into a large orb as Ben came out as Bloxx.

“BLOXX!” He cried out as he caught the large blob-like alien with a grunt, being pushed back from the momentum as he gave Julie the stink eye. ‘You did that on purpose!” Julie just laughed at that as Ben gave her a flat look.

“Sorry Ben, I couldn’t resist. Besides, it’s good to be able to have good reaction time. Now…lets see…” Julie then sat down and got out a notebook and began to write down stuff.

“OK…let’s see…” She then did some writing as Rook looked over her shoulder to see what she was drawing out as she says, “OK...I can safely assume that Bloxx has enhanced strength due to past experiences and the fact that you were able to stop a moving object with only some drag, so that shows your form has quite a bit of resistance.” At that point, Bloxx’s arms fell off with Ship, making him yelp out in surprise. “…Or not.” As the arms grew back as she wrote that down.

“OK…lets see how well I can take a hit. Alright ship…Mechanized Cannon mode!” said Bloxx as Ship suddenly morphed into a large blaster and aimed right at him, as he got ready…and then Ship fired, making the entire upper part of Bloxx fly off, making both Julie and Rook shout in shock as Ship beeped in horror as he saw Bloxx groan a bit, rubbing his head.

“Ow…alright, we can add ‘can take a blast if prepared for it’ part…” Bloxx said as he used his long arms as makeshift legs to get back to his lower body and put him back on.

Julie just stared in shock at that as she wrote that down. “Alright, lets see how many shapes you can form. Given you were able to make a dome and a catapult, but lets see what else.” Said Julie as Bloxx nods as he begins to change into a red, yellow and blue crane.

“…Is this usual behavior for you two before patrol?” Rook asked Julie as she shrugs.

“Without Kevin, he’s gotta need someone to train with. And since I’m good with notes, I can help him out.” Julie explained as Rook nods in agreement at this.

“Well…after that, I’m ready for patrol…ow.” Bloxx groaned as he turned back to normal, rubbing his head as Ship looked sheepish as he turned back to normal.

“Alright. I wish to use my truck if you do not mind.” Rook said as he motions them along, the four walking down the hall, Ship coiling up onto Julie’s shoulder as the two teens looked around. 

“So, which one is your car?” Ben asked as the group went to the garage…and saw a giant tank-like vehicle. “Whoa…cool ride, man.”

“That is a Plumber Tank. The Patrol vehicle is behind it.” Rook said, pointing to what appeared to be a large truck with an advertisement for ‘Tennyson Plumbing’ on it.

“…Was Grandpa really desperate that he is using us for free advertisement?” Ben asked sheepishly as Rook looked confused.

“Oh, that is just camo-mode. THIS is its true form.” Rook said as it changed into a large, brown and white armored vehicle. “This is the Proto-Truk, an all-terrain vehicle. It can hold up to three people and can go a vast distance. I have done modifications to it, myself. Not as weaponized as Ship’s Spaceship form, of course, but it is made more for travel than battle.”

“So…it’s basically a plumber’s squad car. Nice.” Julie grinned as ship nods in agreement. Rook went to the pilot seat as Julie went into the middle seat while Ben took a seat at the passenger seat. 

The truck drove out, as Ben yawns a bit from boredom. “Man, it’s a good thing it’s the weekend.”

“Why is that?” Rook asked, confused. Julie shrugs, yawning at this as well.

“I had practice earlier today and Ben had Soccer. And after training, I guess we want some excitement.” Julie shrugs as she looks at Rook. “So…got any questions?”

“Well, I have heard many things, but I have some doubts about some of the things Ben ahs been through. For example; Alien X. That cannot be real, it is just a rumor, yes?” Rook asked as Ben just rolled his eyes.

“Trust me, Alien X is real.” Ben said as Rook looked interested.

“Oh, could you turn into him?” Rook asked as Ben gave a flat look.

“Sorry, but no.” Ben said as Rook looked disappointed. “Look, it’s not like I can anyway. I got him locked up since; well…he’s kind of useless. Sure he has a lot of power, but I got to get at least ONE side of his other two personalities to agree with me to do anything.”

“So in a life or death situation…not exactly the alien to call upon until he can find a way to actually use it effectively.” Julie said as she shrugs.

“I see…so according you two, he does exist but is unusable?” Rook asked, disappointment clear in his tone.

“Don’t worry, just find some action and I can show you some of my other great aliens.” Ben smirked as Rook nods at this.

“That is what I hope to see, as the legends about you make it sound wondrous.” Said Rook, peeking Ben’s interest.

“Legends, eh?” Ben asked with a huge grin as Julie put a hand on his shoulder.

“Easy what you say, Rook, it might blow up his ego.” Julie pointed out as Ben gave a sarcastic laugh, which Rook had to chuckle too as they went on their way.

(Later…)

Screams are heard as a trio of crab-like aliens attacked someone’s car, making the owner back up in fear they began to munch away at the metal, as a sudden net came around one of them, surprising the other two as Ben came down as Spider Monkey, glaring down at them as Julie in her Stealth armor and Rook glared down as well, Rook just having used his net cannon.

The other two looked at each other and quickly got to fixing the car, looking at them nervously as Ben just sighed, getting out three egg-shaped pods and throwing them down, hitting the two that were eating the car and the one that Rook captured before using his web to collect them.

Afterwards, the patrol was less than stellar. In another part of town, a fish-like alien with tentacles was slithering through a alley way, as Ben followed suit as a sentient green mass of slime, a little UFO floating over his head as Julie, Ship and Rook followed after…only to see the creature return a lost purse, causing the owner to take it and run away, as Goop sighed a bit with disappointment.

The last of the patrol involved a small alien child being backed into an ally by a larger creature with a squid-like head, only to stop when Ben glared at the figure, getting ready to change as Ship was about to meld with Julie…until they saw that it was just feeding the creature, making the three sheepishly back away, only to sigh in disappointment.

After that, Ben groaned as Rook had stayed in an alley to get some food. “Once again, the Earth is safe by Ben 10 when he defeated…the dreaded Car-eating crabs.”

“Yeah…the worse they’ll get is likely 10 days each for destroying someone’s property.” Julie mutters as she came back into the car with some snacks from a near-by gas station, taking a bit of a donut she bought and taking a bite, Ben doing the same with his own.

“Hmm…is it usually this quiet around here?” Rook asked, eating a piece of fruit Julie got for him as Julie shrugs.

“I guess. After that what-ever-it-was attacked the school, not much has been happening.” Julie shrugs as she saw someone in a hoodie walking by, wearing an odd-looking backpack.

“Look, some normal guy…maybe we can bust him for jaywalking.” Ben said with sarcasm as Rook noticed the device on hand, a frown forming.

“That is an odd-looking phone…is that normal earth technology?” Rook asked as Julie noticed the odd-looking phone attacked to a glowing yellow wire.

“No, that’s not normal at all.” Ben said as he got out with Rook. “Julie, stay here and keep an eye out for anyone else.” Julie nods at this as she got her plumbers badge just in case, as Ben and Rook snuck towards the alley he was going into.

“Listen, tell her that I’m part of something bigger. Corvo is going to the big top!” He said, stopping as he removed his hood, revealing he was a young man with dark brown hair with a dark orange streak going through the bang covering his right eye. “I’ll call you back.” As his phone turned into a gun and fired, as Rook dodged it while Ben glared.

“Halt!” said Rook as Corvo growled, glaring at him.

“Back off, cat-freak.” Corvo said as he fired at the two again, running away at this as Ben ducked behind a trashcan and glared.

“Oh, now he’s gonna get it. Get back to the proto-Truk, I got him!” said Ben as Rook nods as Ben ran after Corvo, who was going to his car. “Come on…Big chill!” Ben slammed down, turning into a muscular being made entirely of living magma with a skull-like head shrouded by fire, small craters on his shoulders as it began to leak fire.

“HEATBLAST!” he cried out as he looked at himself as he saw Corvo go into a car, making his eyes narrow. “Time to improvise.” He then took to the air, a streak of flames behind him as he flew after Corvo’s jeep.

Corvo growled as he drove ahead, doing a quick turn as he dodged a fireball from up the air as the Proto-Truk drive out into the road, Rook’s eyes narrowed as he nods to Julie and Ship, who nod back.

“Lets see what this truck can do.” Julie said as she pressed a button, causing the car to turn into it’s jet form, going much faster as Corvo grunts, Heatblast landing on the truck before slamming down onto the Omnitrix symbol on his chest, changing physique quickly.

In his place was a humanoid being with a yellow body with thick black stripes on the torso, arms and legs, with crab-like clawed hands and two-toed feet, two spiked shoulders with a skull-shaped metallic head with oval-shaped yellow-green eyes and the Omnitrix symbol on his chest. “LODESTAR!” He said as he concentrated, lifting the Jeep up into the air as Corvo jumped down, trying to get away as the ship stopped as Rook came out, jumping over and running after Corvo and tackling him, Julie getting out as Ship growled at him, sniffing at the backpack as Lodestar dropped the jeep, dropping down as he turned back to Ben.

“Hmm…high tech cell phone-blaster hybrid, I’m gonna guess you’re someone’s henchman.” Julie said, looking over the outfit. “…Of course, your fashion sense makes that obvious.”

“This technology is also level 4…usually used for advanced nations, specifically for gang-related activities.” Rook said with a scowl.

“So, how tough is your boss so I can kick his butt?” Ben asked, crossing his arms as Corvo laughed.

“Please, like you can take on my boss.” Corvo laughed as a sparking sound is heard from the Jeep as Ship growled at it, his body arching a bit as he growled.

“Hmm…I will check his vehicle.” Rook said, getting his Proto-Tool out as Corvo suddenly got nervous.

“Wait, there’s nothing in there!” Corvo said in panic as Julie and Ben gave each other an unconvinced look as they nod to Rook, who nods back as he opened the front of the car, revealing an odd-looking golden orb as it had a crack in it…as a high-pitched cackle is heard as it suddenly came out, turning into electricity that came out, hitting Ben’s Omnitrix in the process, making him yell out as Ship yelped in surprise as the energy took a new shape.

The energy took the form of a foot tall humanoid creature with a battery-styled head and body, a “+” and “-“ on it’s back and yellow energy coming out of it’s eye sockets with jagged, square teeth. It laughed in a high pitch as it zapped Corvo, making him cry out as a second one came out of his backpack

“Megawatts? Where did you get these?” Ben asked with confusion as Ship went onto Julie and made armor, as she got ready as Rook got the Proto-Tool out, as Julie’s visor analyzed them.

“Their really called Nosedeenians, but are popularly called ‘Megawatts’ thanks to Sparksville. They’re playful, but destructive. They can cause a lot of havoc.” Julie said as one of them began to zap her armor, making Ship growl in annoyance as she tried to grab him. “Hey, get back here!”

“Don’t let them zap you.” Ben said as Rook cried out as the other got him, as he tried to swat at it.

“Dully noted.” Rook muttered as he saw the two fly off, giggling to themselves as Julie nods.

“Speed mode!” said Julie as Ben and Rook followed after them, as Corvo glared in annoyance as Rook quickly caught him with a duo of Bolas. “Don’t worry, the authorities will pick you up.” Rook said as he went after them.

“Time to catch up with them.” Ben said as he slammed down…turning into the clunky and not so mobile giant humanoid being with green-gray skin, dark brown mullet-styled hair with long side burns, dark yellow-green eyes, and has bolts on his chest and neck area, metallic fingerless gloves and black pants with lined boots with an Omnitrix symbol on his belt and giant pillars on his back.

“Frankenstrike? OK…better to fight against them, NOT so good for chasing.” Said Frankenstrike flatly as he saw the two…slow down for him?

“That’s…oddly polite…I thought a Transylian were slower than Nosedeenians. But they are slowing down for you.” Said Rook as he saw them zap off, as Julie looked at Ben.

“Can’t you follow them? I thought you said Frankenstrike is technopathic?” Julie asked, confused as Frankenstrike grabbed a near-by power outlet and concentrated.

“OK…I’ll follow their flow and watch where they will likely go.” Said Frankenstrike as he nods. “I think I got an idea of where they are…the harbor.” He nods to them as he concentrated as the Proto-Truk came back to them, sparks coming out of both the car and the spires on his back as Ben turned back to normal and the three went back in as the car turned into a flying car and went towards that direction.

(Sometime later…)

(Bellwood Harbor. 22:12)

The Proto-Truk landed as Ben, Rook and Julie looked around as they give a nod to each other. Rook got his Proto-Tool out and kicked the door open, revealing a giant stock as Ship sniffed around the room and whimpered at this.

“Must be dangerous stuff here…” said Julie said as she got out a small, cell-phone sized device and analyzed something and Rook looked in a crate as well. “Ah boy…guys, this is a lot of level 6 tech here. Weapons, Battle Armor, you name it”

“Where did a group of Earthlings get the power sources to charge them?” Rook asked as Ben looked ahead with shock.

“Guys…look.” Ben said as Rook and Julie turned and both gasped in shock at what they saw: Several machines hooked up to a large device, with hundreds of Megawatts yelling out in pain as their energy was being drained as soon as they get more to absorb.

“They’re using them as an outlet to power their machines…” Rook said in shock as Ben clenched his fists.

“Alright…time to bust them out.” Ben said as he got ready, but suddenly energy fired down at them from up top.

“So…Corvo got busted, eh?” asked a voice as the other two Megawatts that were captured and trying to get out, as he chuckled. “Thanks for returning these batteries for me, bros and babe. I needed them back.”

“And you are?” Julie asked as she saw two teens wearing mech suits coming out, glaring at them as the orange and black armor was outfitted with spikes and hot-rod flames, making them look like something made in a punk garage than outer space.

“Da name’s Fistrick. I’m takin’ over Kevin Levin’s little Weapon smugglin’ game.” Said the man up top as he jumps down with ease, the two in the pod under his arm as he walked out, smirking. He revealed himself to be a muscular young man with a spiked dark orange-and-black Mohawk, a skull-styled mask that covers his face except for his dark blue eyes, tanned skin and wearing a black sleeveless t-shirt with a red and white skull on the front, violet tribal tattoos covering his arms, black spiked combat boots with metallic soles, and has a pair of holsters on his tool belt that held two odd-looking guns. He looked at the sides as he says, “Hoodlum, Thug, take them out.”

“…Seriously? THOSE are your henchmen names?” asked Julie in a flat tone. Ship just face-pawed at that, giving a beep that sounded akin to a groan.

“What is your pay to let him call you by that?” Ben asked as the guys smirked as they walked into the light.

The two robot suits, one with a white haired young man dressed as a black t-shirt and another with an orange-haired young man as the two went forward as Julie smirked at Rook and Ben, who smirked back as Julie looked at Ship.

“Ship, Battle mode!” said Julie as Ship turned into her armor as Ben slammed down onto the Omnitrix as Rook turned the Proto-Tool into a sword as Ben turned into a light blue-green crystallized humanoid with four diamond spikes on his back, yellow-green glowing eyes, a thick chin and a sharp spike on the back of his head and thick arms with rectangular crystallized hands, and wearing a black jumpsuit with a white stripe down the middle of his chest and wearing a pair of black boots.

“DIAMONDHEAD!” said Diamondhead as he came into being, glaring around him as he fired crystals at Hoodlum. Thug fired a blast of electricity at Julie, who fired back as Fistrick smirked as he fired energy from his guns, as Rook slashed through them and charged at him, swinging a kick his way.

Fistrick threw the orb holding the two Megawatts inside and coughed the kick and sent him back a bit before catching the container and running back, as he smirked as he went to the back of the store, Rook following suit.

Ben nods to Julie as he says, “Combo move!” as he got ready as Julie fired a laser at Ben’s hand, making Rook pause mid-run as he saw Ben grunt a bit as he molded his hands into two crystals and redirected the lasers towards the two henchmen, causing their suits to get hit. The two got out in time for the suits to blow up, freeing the Megawatts inside. “Nice.” Diamondhead said as he turned back into Ben.

“Nice trick, bro.” Fistrick said as he jumped into the hub of something…really big as the front closed up, revealing a large mech suit that stood at over 12 feet tall with an orange paint job with red flame designs, a white skull on the front and claw-like hands and a helmet-like head, as it glared down at them with silted eyes.

“Ah nuts…” said Julie as it aimed a few missiles at them and fired. “Ship, Protective sphere!” Rook and Ben ran over as Ship wrapped around them into a protective orb as it was sent outside by the force of the explosions, making Ship bounce a bit before reforming, releasing the three as they rolled on the ground.

“Fast thinking, babe…but you gotta do a lot better to take me on.” Fistrick said as he walked outside, cracking his robot’s knuckles.

“Ben? Got anything HUMONGOUS to take him on?” Julie asked, looking concerned as Rook got into the Proto-Truk and Ship turned into his spaceship form.

“We will help cover fire, you turn into something that can take on that goliath.” Rook said as Julie went into Ship, as the large space ship got ready.

“Bring it on! You got nothin’ that can take on, bro!” Fistrick said with a laugh. “This suit is state of the art! I made this myself, using alien tech and those living batteries as a power source, you got NOTHING that can take me on!” He fired blasts of energy, as the Proto-Truk and Ship took to the air.

Ben dodged as he looked at his Omnitrix. “Come on…give me Fourarms!” He slammed down, creating a glow a he began to grow as stones grew on his body, roaring out as his head and torso fused together with his mouth growing out, his eyes shining orange. Fistrick fired a few missiles into the air at the two airborne heroes as he saw the green light.

Fistrick watched as Ben grew out into a 11 foot tall, humanoid mass of stone with spikes on his arms and back, which take the form of small mountains, patches of green grass akin to mini-meadows in it, and having white powder on his head which is cold to the touch like an arctic tundra, four-fingered hands, three-toed feet, and having a metallic chest area with a dark orange core glowing with red-hot heat, with a pair of short black and white pants with the Omnitrix insignia in-between his yellow-orange eyes.

“What is that?” Julie asked as Ship dodged missiles, firing energy cannons at the missiles to take them out as Rook fired energy blasts from his ship’s guns to take them out/

“He has turned into a Galilean, a living planetoid.” Rook said, surprised. “I didn’t even know he could do that.”

“Hmm…big guy made of rocks…OK, if I wanted another version of Rocks, then I’d just ask for it, Azmuth…” Ben mutters as he saw Fistrick running at him.

“Change all ya want, rock head. Lets see how ya like this!” He sent two punches at him, making Ben grunt as his body took the hits until he blocked a punch with his arm and pushed him away, unaware that his hand was glowing with energy until it repelled Fistrick, making him cry out. “What the?”

“Did I fail to mention that they could manipulate gravity?” Rook asked as Ben just smirked.

“Sweet…and I got the perfect name for that: Gravattack!” He said as he slammed Fistrick into the ground with his powers before living him up and slamming him down again, pinning him down.

‘Nice job, Ben!” Said Julie from above as Gravattack gave a thumbs up as he slammed him down again, causing a pod to get loose…as Fistrick glared upwards.

“Try this!” he then fired a blast of energy upwards, causing the Proto-Truk to start to get wobbly in the air.

“Gah!” Said Rook as he tried to remain in the air, with Ship flying after and growing out extending cable to catch the falling ship.

“Rook!” said Gravattack with shock as he was suddenly punched, as he had lost focus 

“You! Can’t! Beat! Me!” Said Fistrick as he grabbed Gravattack and slammed him down onto the ground before punching him more and throwing him into some metal crates, making them dent up as he jumped and punched him more. “You want more, kid?”

“Not really…” Ben groaned as Fistrick’s fist glowed with energy.

“Sorry kid…but you’ll just be a liability, and I don’t want that in my business, bro.” Fistrick said as he powered it up more and looked at the core on his chest. “And THAT will make sure you go out with a bang.” Gravattack’s eyes went wide at that.

“Hands off, Mohawk.” Julie said as Ship came back, the Proto-Truk connected as both ships fired from their respective lasers, making Fistrick yell out as he let go of Ben.

“Ben, you need to keep Fistrick still. Use your gravity powers and give us a clear shot.” Rook said as Gravattack nods, concentrating and throwing him into the wooden parts of the docks, making him yell out inside of the ship as Rook got out of the Proto-Truk, the Proto-Bow in hand as he aimed.

“Steady Ship…we need a good shot…” Julie said as she saw Rook walk on top of the ship as Rook aimed and nods.

“That all you got, hero? Or are you runnin’ out of tricks?” Fistrick growled in annoyance, as Gravattack just smirked. 

“Hey, it’s the first time using him…but I don’t think you should worry about me. Sure you can handle the pressure…but I don’t think the docks can.” Gravattack said with a huge smirk, which was mainly because of his above-average-sized mouth. “Of course, you DID just gain another 400 pounds thanks to my powers.”

Fistrick yelled out as he fell in, Ship keeping a steady pace as he watched Fistrick be lifted up, who groaned as water filled the suit.

“Heh, it’s like a dunk tank. Having fun there, tough guy?” Gravattack asked as he lifted Fistrick into the air and nods. “NOW!” Rook fired two arrows and hit the back of the ship, causing the pods to fly out as Gravattack smirked and began to spin Fistrick around as they watched.

“NOT. COOL. BRO!” Fistrick yelled out as he spun in the air, causing Julie to start laughing at how silly he sounded as he spun, while Rook just crossed his arms with amusement as Ship landed with the Proto-Truk on top of him still as he put it on the ground carefully.

“Around and around the world you go, when will you stop? No one knows. Well…I do.” Said Ben as he slammed him back down, making Fistrick growl in annoyance as he looked at his computers inside of his pod.

“Power Levels low…12% remaining.” His computer said as Fistrick pressed some buttons, his eyes narrowed.

“That’s it, freak…NO ONE makes a fool outta me!” said Fistrick, as his chest area began to open up, revealing hundreds of missiles, making Ben, Julie and Rook go wide eyed in shock.“Eat this!” He yelled out as he fired a barrage of missiles at Gravattack, who put his hands out to stop them…as they suddenly began to orbit around him.

“…I got my own orbit? AWESOME!” said Gravattack with a huge grin, as Julie groaned.

“And here I thought his ego couldn’t get bigger…now things literally revolve around him.” Julie said in a slightly joking tone as Gravattack just had a flat look.

“I’ll chose to ignore that…I wonder…” Gravattack said as he concentrated, making Fistrick worry.

“This won’t end well…” Fistrick groaned, as he made ramifications to get out of the suit as fast as possible, but the suit groaned as it was searching forward, making him yell out.

Gravattack moved his arms in a circular motion as his body rounded out, becoming more akin to a small planet as he floated in mid-air as he concentrated, Fistrick yelling out as he was sent away, followed by his own missiles as they exploded on contact, sending Fistrick into a pile of metal crates, destroying many of his contraband weapons in the process.

Fistrick groaned as he says, “Ugh…bro…” as he passed out from the pain. Julie gave a smirk to Ben as he nods back, turning back to normal.

“Well, that wasn’t easy.” Rook commented as Ben shrugs.

“Never is, really.” Ben said as he got his badge out. “This is Ben Tennyson, I got a group of thugs here selling Level 6 contraband tech on the docks. We got them ready for pickup.” Ben smirked as Fistrick just groaned.

(Later…)

Max and several Plumbers arrived, taking Hoodlum, Thug and Fistrick, the latter of which gave Ben a death glare as he was taken away. ‘Don’t think this is over, punk…because it ain’t by a LONG shot.’ Fistrick thought as Julie pets Ship, who was wagging his tail as the Proto-Truk was back in its Truck form.

“Hey kids, guess what. I heard there’s some Megawatts who volunteered to help power Undertown.” Max said, as Ben looked surprised.

“Really? Who?” Asked Ben as he noticed the Megawatts going into a large generator, which was being handled by Cooper and two small, gray-skinned amphibian Aliens.

“Alright Blukic, Driba. We must keep them contained got it?” asked Cooper as the fatter of the two and wearing a plumber uniform, Driba, just scoffed.

“Please Mr. Daniels, we are professionals. I am sure we can handle this.” Driba said as Blukic, the thinner of the two wearing overalls and a small hat, just shrugs.

“I think we should listen.” Blukic said as the two began to argue, which made Cooper just face palm in annoyance as the Megawatts waved to them.

“No problem, you guys. Come on, let’s head out to eat. I’m starved.” Julie suggested as Ben laughed.

“No need to say that twice, Jules.” Ben said as Rook rubbed his chin.

“I heard that we would end our adventures with a blended beverage, right?” Rook asked as Ben chuckled.

“You mean Smoothies? Yeah, but that’s more of a morning thing. At night, it’s Le’Roy’s.” Ben said with a smirk.

“Oh yeah, I’m sure Mrs. Dalton wouldn’t mind giving us a meal after tonight.” Julie grinned as Rook shrugs, following them onto the Proto-Truk.

“Also Rook…Alien X IS real.” Ben said as rook gave him an amused smirk.

“Then why can you not show me it?” Rook asked as Ben shrugs, as Julie rolled her eyes.

“Boys, can you stop arguing?” Julie asked as Ship just gave a low beep, showing he was tired and curled up on her lap, unaware that a small orb was following the ship, revealing it was a camera attached to it, it’s lenses zeroing in on the ship as it took off.

(Elsewhere…)

(Unknown Lab, 23:34)

“Hmm…so he has gotten stronger…we will need more predators.” A hissing voice said as Khyber scowled at what he witnessed, sitting in his chair.

“Is the DNA samples arriving or not?” Khyber asked as the crab-like figure just gave a chuckle.

“Of course, he should be arriving…now.” The crab said as a small green orb slinked into the room, hopping onto a table near the dog, who snarled.

“Down you unruly mongrel.” The creature said as jumped onto the dog’s collar, making it snarl at him. “Khyber, tell your pet here if he wants these DNA samples for the Nemetrix, he has to desist his prattle at once.”

“Calm down, old boy.” Khyber said as he looks at the strange goo in question. The creature appeared to be a small, cuddlefish-like blob that had small antenna on it’s head, line-like eyes and made of some sort of odd-looking plasma, as it began to feed into it. “What predators did you get this time, Skurd?”

“Oh Khyber, I am so pleased you asked. While you got the original 10, I was able to procure several for his more powerful aliens. I got the predators for the Merlinisapien, Opticoid, Serpid, Geochelone Aerio, Orishan, even Arburian Pelarota. Apparently a poacher purchessed it long before that massive insect lay waste to Arburia.” Skurd explained as Khyber smirked at this.

“A nearly-extinct alien species, hmm? Interesting…got anything for his more powerful aliens?” Khyber asked as Skurd nods.

“They were much harder to find, but I got three of interest: Predators for Tetramand, Gimlinopithecus and…To’kustar. That little bugger was a lot harder to procure, but it was useful.” Said Skurd as Khyber smirked darkly at this as Skurd got off.

“Good…here’s your pay.” Khyber said as he grave him three taydens, which Skurd took with him.

“Pleasure doing business, good sir.” Skurd said with a nod. “Well then…I am going off to find more DNA samples for you. I will report when I do.” HE did a small salute with one of his antenna before jumping off.

“Peh…greedy little bugger…but useful none the less.” Khyber smirked as he says, “And soon…this hunt will get interesting.” He looked ahead, as Khyber growled, the Nemetrix glowing around his neck.

End of Episode 4

I am REALLY sorry for the long wait, folks. I had to do a lot of work and I just got this done. I hope you all enjoyed it and please Read Review and Suggest away. And as you know, I own none of the characters owned by Man of Action or any of the other creators. I only own my own OCs.


	5. The Doomsday Clock is Ticking

**Summary for the Chapter:**

> A ghost ship is seen near EArth and the Plumbers send a squad constient of Ben, his team, Manny's Squad and...the Vreedle Brothers? The group goes to the ghost ship and meet up with Argit, the Vreedle's kin and even the Incursians over a powerful doomsday device called the 'Annilarg', a device that can destyory the fabric of space and time in a single universe.

Ok, here’s another chapter with the Ben 10 guardians. I own none of the characters here except for OCs, and expect this to be REALLY different from the plot it’s based on, as I am doing these based in the order of production and not in the original air order. So if this confuses anyone, I apologize. Look on the Ben 10 Wiki to see how the production order went. And before anyone mentions this…my story, I can do what I want. Anyway, Enjoy.

Doomsday Clock is Ticking 

(over Earth. August 15th, 10:34)

In outer space, a shimmering ship began to come into view, looking like a very ancient space ship with purple and black metal on it, and it fired down three missles down towards the Earth.

The missiles headed right for Bellwood, but was stopped by a red fist of one Manny Armstrong, yelling out as Alan flew around, firing a blast of fire at one of the other missiles to send it away, as both crashed.

Helen moved people out of the way, Copper using his battle suit to knock the last one out of the air. “Everyone, get back!” Cooper said as the civilians moved quickly, the group looking at the missiles.

“Max, we have a sight of some sort of strange devices. We need to send someone up into space to look into it.” Helen said as Max sighed a bit.

“I think I know who to send…if it’s what I think it is.” Max said with a tone that wasn’t so happy.

(At Plumber HQ. 10:55)

“We got the call, Mr. Tennyson. What’s up?” Julie asked, running in with Rook and Ben as Ship hopped after them, giving small ‘yips’ as he followed, his tail wagging.

“I had satellites track what Alpha team is fighting…it turns out it’s a ship I never thought I’d see near Earth…the home of the Anihilaarg itself, the ship of the Contemelia.” Max explained with a sigh.

“Conte-who?” asked Ben, confused. “Who are they?”

“They are what you might call a ‘legend’.” Said a voice as two figures came in, wearing both wearing trucker hats. Rook turned as his eyes narrowed.

“Oh, it’s you two.” He said with a scowl, as Julie looked surprised. In front of them were two, gray skinned humanoids with no noticeable noses, with yellow eyes and pointed ears. The shorter of the two was very lean with short black hair under a yellow trucker cap, and wore a red shirt and a pair of black overalls. The Larger of the two had noticeable fuss on his chest and arms with a pair of dark red overalls, a small cap with a pair of goggles on it.

“Octagon? Boid?” Julie asked as she noticed their uniforms. “Wait, Weren’t you…discharged?”

“We heard what was goin’ on and we want to help.” Boid said, as Max gave them an odd look, as Octagon took his hat off.

“Evah since da thing with the Plumber Academy, we just felt just awful for what we did. On account with our past and what not.” Octagon, as Rook gave them a scowl.

“I had to finish my classes in a trailer…on an asteroid.” Rook pointed out as Rhomboid looked sadden by that.

“And we are might sorry ‘bout dat, so we thought we could help.” Octagon explained as he says, “We know we screw up quite a bit. But honestly, we do better as da good guys den da bad.”

“Plus our Ma is still quite sore with us arrestin’ her. Heck, Pa is just as mad for it and don’t get us startin’ on da rest of our kin.” Rhomboid said as Ben looked at the two.

“Hmm…you guys can help with this annilige-“

“Anihilaarg.” Julie corrected as Ben nods.

“Yeah, that. Plus you two ARE pretty good with technology, especially with Explosives. Grandpa?” Ben asked as Max rubbed his chin…as he sighed.

“Fine. Ben, you keep an eye on them. Julie, Rook…you keep an eye on Ben.” Max said, as Ben gave a flat look.

“Much obliged.” Octagon said with a nod, tipping his hat to the group.

“Lets suit up and get going.” Ben said as they all nod in agreement as they head to the armory.

(Later…at the bay)

Ben walked out, wearing a Plumber uniform that had a stylized Green and black look to it as he put on the helmet. “Thanks again, Cooper.” Ben said to Cooper’s image on a large screen as he adjusted the Space suit, Cooper giving a thumbs up.

“No problem, Ben. That suit is designed to help your aliens be used in space. The biggest problem with your normal attire is that it’s hardwired with the Omnitrix, so this should at least allow your aliens to be used in the vacuum of space.”

“Lets hope so.” Said a voice as Rook arrived with Julie, both of them wearing more space-styled uniforms; Julie’s pink and white while Rook’s was blue and black.

“Though why the color coding of our uniforms, Cooper?” Julie asked, looking at her pink uniform. “I mean, I like pink and all, but still…”

“Manny’s idea, not mine.” Cooper said with a chuckle. A yell of a ‘hey’ came from the background as Cooper rolled his eyes. “We’ll keep an eye on things down here. You guys go ahead.”

“Ya’ll ready?” Octagon asked as he and Rhomboid came in, wearing their old Plumber armor as the other three nod and head out, Ship hopping ahead as turned into his ship form.

Everyone ran inside as Ship flew ahead, heading for space. Max watched, as he nods. “Good luck, kids.”

(Later…at the ship)

The Large ship landed in a hole, the five coming out with helmets over their head as Ship turned back to normal, melding turning into a hand blaster for her as she nods, giving a thumbs up to the others, who nod back as Ben got his own blaster ready, just in case as Rook got the Proto-Tool at the ready.

“Alright team, remember, we don’t know what is on this ship, so be prepared for anything.” Ben warned as the others nod, Boid’s blaster aiming all over.

“If anythin’ tries ta sneak up on Rhomboid Vreedle, I’ll blast it till it’z Swiss cheese.” Boid said, glaring around as Octagon sighed.

“Boid, I love ya little brother, but shut it.” Octagon said as Boid gave a sheepish laugh at this, calming down a bit as the five continued their trek, the ship’s ruins showing a lot of age, rust covering many parts of it

“Also, am I the only one curious on why there was a giant hole on this ship?” Julie asked the others, looking around.

“Well, this ship IS old, so it could just be falling apa-“ Suddenly Ben stepped in something, catching everyone’s attention.

Pop-pop.

Everyone looked down as Ben moved his feet up to reveal…bubble wrap? “what’s that doing up here?” Ben asked as Rook picked it up and began to pop it, curiously.

“Hmm…interesting. Maybe the creators of that hole left it here?” Rook asked as Octagon took it.

“Wait…dis looks offly familiar…don’t know why though…” Octagon said, the group forging ahead as he scratched his head, thinking it over. Suddenly footsteps are heard ahead as the group all hid, Ship growling faintly.

Ben nods as everyone came out as Rook yelled, “Freeze!” He, Julie, Octagon and Rhomboid aimed their guns only for the two brothers to go wide eyed at who they saw. 

Standing across from them was two other gray skinned humanoids; one was very feminine in appearance with a curved waist, a yellow long-sleeved top that exposed some cleavage, a pair of red daisy dukes and wore her red hair in a pair of ponytails. Next to her was a 7 foot behemoth of a man with white tank top under a pair of red overalls, black boots and thick gloves, a noticeable goatee on his face and shaggy hair covering his arms, a large red heart tattoo that read ‘MA’ on his arm.

“Sceles? Parry?” Boid asked, confused as the others looked at them with confusion.

“You know them?” Ben asked, surprised.

“’course we do; dey’re our kin. Isosceles Right Triangle ‘Sceles’ Vreedle and Parallelogram ‘Parry’ Vreedle. Dey’re our older sister and younger brother.” Octagon explained as Sceles glared at this.

“And ya’ll got a lot of gall to show yur faces to us, Octy. ‘Specially since ya’ll double crossed our Ma.” Sceles glared at her younger brother as Parry gave a deep growl.

“…OK, I have MANY doubts he’s younger. He’s bigger than Rhomboid.” Julie said as Boid gave a chuckle.

“Heh, thank ya kindly. I’ve been tryin’ ta lose weight.” Boid said, patting his large gullet. Parry just growled as he got out a bazooka.

“Now, now, baby brother. We don’t want ta blow up dis joint just yet. Ya know dat our brothers will just get cloned like we do.” Sceles said, as Parry growled as he lowered the bazooka and instead got out a blaster and gave a few grunts. “DAT will do just fine.” She got her own out.

“Everyone, get down!” Ben said as the two began to fire rapidly as everyone hid behind something.

“Sheesh, is EVERYONE in your family gun-totting maniacs?!” Julie asked, keeping her head down at this.

“Who ya’ll calling a maniac?” Boid asked, annoyed as Julie gave a death glare.

“YOU nearly killed me to get to Ship!” Julie said in annoyance.

“Ya’ll ain’t gonna let dat go, are ya?” Octagon asked, annoyed as well. “Ya’ll never shut up ‘bout dat back at the academy neither, little miss.”

“Now is NOT the best time to argue, guys!” Ben said, looking through his Omnitrix as he says, “OK time to go Rath on them!” Rook began to return fire as he noticed something…odd.

In Ben’s place after his transformation was a 4 inch tall, gray humanoid frog-like creature with large green-yellow eyes, a black and white jumpsuit with the green armor protecting him, a pair of black and white fingerless gloves and a long white stripe down the middle of the black jumpsuit with the Omnitrix symbol on his back.

“Grey Matter? Seriously? I need to figure out what this thing is all about…” Grey Matter groaned as he looked up and got an idea, a smirk forming. “Guys, keep them distracted. I got an idea.” He climbed up at this as the others began to return fire on the two other enemies.

Grey Matter looked around and smirked as he tugs hard on a pipe over the other two Vreedles as a cold liquid went over them, suddenly freezing the two in place. “Nice job, Ben!” Said Julie with a msirk as she and Rook got some handcuffs out.

“C-c-c-cold…” Sceles shuddered as the other two Vreedles looked at each other with concern.

Later, at the deck, the three Plumbers and two former bounty hunters were interrogating the two other Vreedles. “So, you came onto this ship for what reason, Miss Vreedle?” Rook asked, looking at them calmly as Ship growled at them.

“If ya’ll want ta know, we came onto here to procure some weapons. An old ship like dis has plenty of dem.” Sceles said, as Parry gave a grunt as well.

“And you came ‘long ‘cause Sceles needed some muscle, gotcha Parry.” Octagon said with a nod. “So where did dat there hole come from?"

“Unlike you two, Parry and I ain’t that clumsy. If we wanted a hole, we’d use it for an exit, not an entrance. Heck, our ship is here too.” Sceles said as Julie looked behind her.

“Is it that one that’s leaving?” Julie asked, as the two looked up and looked ticked when they saw their ship leaving.

“Hey, who’s da no good varmint takin’ our ship!?” Sceles asked in anger as Grey Matter looked over the buttons and nods.

“Found the tractor beam.” He said as he slammed down, creating a barrier around the ship that was about to leave and dragging it back in before he turned back to normal.

“Come on, lets go see who it is.” Ben said as Julie pointed her blaster at the other two Vreedles.

“These two come with. I don’t think it’s a good idea to let them run amuck.” Julie said as Ben nods as Rook pointed the Proto-Tool at them, as Sceles rolled her eyes.

“Keep ya’ll’s skirt on, girly. We’re movin’.” Sceles said, walking ahead as the group headed down the hall.

Ben, Julie and Octagon stood on one end as Rook, Ship and Rhomboid stood on the other, Sceles and Parry watching with some boredom on their faces as The group got ready as a barrage of needles suddenly flew out, everyone moving out of the way as it scratched the active Omnitrix, making it shine yellow.

“Hey!” said Ben with annoyance as the green returned to the Omnitrix as a short humanoid being came out. He stood to be about Ben’s waist area, with dark gray fur and black spikes coming out of his head in a mullet-styled hairdo, a dark brown jacket over an orange shirt, a pair of blue pants. His tail was long and rat-like with rat-like hands and feet and a long snout. “Argit?” Ben asked as Argit readjusted a over-arm bag.

“Hey Ben, buddy. You get a haircut? And Julie, you’re looking good babe.” Argit said, giving Julie a wink, making her roll her eyes.

“Don’t push it, rat-boy.” Julie said as Rook aimed his proto-tool.

“Arms where I can see them, space rat.” Rook warned as Argit gave a glare.

“Hey, I take offense to that, cat-boy. And I wouldn’t do anything funny; I got the Anihilaarg here and I’m not afraid to use it!” Argit warned, getting a bag at the ready.

“Anihilaarg?!?” Rook asked in shock.

“Anihilaarg?” Octagon and Boid asked, looking at each other with confusion as their siblings smirked at this.

“…the what?” Ben asked as Julie shrugs, looking equally confused as her boyfriend.

“Search me, Ben. I got no idea what that is.” Julie said, as Argit chuckled.

“Well, this ship is the ship of legend after all; the Ship of the Contemelia.” Argit said, looking around.

“But it was only that; a Legend, like Alien X.” Rook said as Ben gave a flat look.

“Dude, I showed you actual footage of me using it from Azmuth’s own security cameras.” Ben said, giving Rook an annoyed look. “And can someone explain to me what this anili-whatever is? Julie and I are from Earth, not outer-space.”

“Well, you see, the Contemelia are said to be space-hopping creatures who go to universe to universe, playing tricks.” Rook explained, as Argit nods.

“And if they didn’t like a universe? They blow it up, no more universe.” Argit said, shaking his head. “They were wiped out by the Chronian before they vanished without a trace as well.”

“So this is a doomsday weapon that can wipe out the universe?” Julie asked as Ship whimpered in fear. “Ben, this is a big time threat. Legend or not, we can’t let him leave if there is a chance it IS real.”

“Hmm…good point…it wouldn’t be the first ‘legendary’ weapon that turned out to be real. Heck, Diagon was said to be some sort of myth by aliens, right? But he turned out ot be real.” Ben shrugged, sighing a bit as the ship shook. “What the?”

“Guys, we got a problem: We got confirmation that there’s an Incrusian War Ship heading for you guys” Cooper said via communicator.

“Ah great…” Ben groaned as he says, “Guys, we gotta split up. Meet back here soon.” Ben said as he glared at the Vreedles, who smirked.

“We’d be mighty grateful if ya’ll let us help. Ya’ll need all the help you can get.” Sceles said, as Ben groaned.

“Two hillbilly aliens or evil Frog conquerors…I’ll take the hillbillies.” Ben said as he nods to the others, as Julie groaned.

“If this backfires, I am not forgiving you.” Julie warned as she unlocked their cuffs, as Sceles smirked.

“Thank ya kindly. Come on, Parry. We got some toads to squash.” Sceles said with a smirk.

(later…)

The door opened as a group of humanoid frog-like aliens came aboard, as Ben and Argit snuck around. “OK Argit, you stay here. I got these guys.” Ben said as he slammed down his Omnitrix as he turned into Spidermonkey, nodding to Argit as he sticks him into a wall with his web.

“Is this necessary?” Argit asked as Spidermonkey glared as he ran off, as Argit sighed. “I’ll take that as a yes…” as he wiggled a bit.

Spidermonkey ran out as he says, “Hey froggies! Lets dance!” He shot his web out and slammed the guns out of their hands as he jumped forward, kicking the middle one away before jumping up and smacking both heads together.

In another part of the ship, a group of soldiers looked around as Rook came down, the frogs opening fire as he jumped out of the way, climbing into a open hatch over head and giving them a tackle before kicking the last one a kick. “It looks like you’re…how would Ben put it? ‘Lying down on the job’? Heh, I like that one.’ One of the goons just groaned at that joke.

Another trio moved through a weapon vault as Julie snuck around, wearing her stealth armor as she felt around. “Come on…I need something that can give me a big of an edge…” She then picked up what looked like a hilt and says, “This should do.”

An Incursion heard something as he looked behind him, as Julie gave a smirk as she came out. “Hello boys…want to have some fun?” she turned the hilt on, revealing an energy blade. She smirked as she ran forward, ducking around the energy blasts as she slashed though the guns and pointing at them. Ship growled through her armor, as she smirked.

In another part of the ship, the Vreedles took on a group of thugs at once as Boid laughed. “Yee-haw! This reminds me of da time we went huntin’ for a group of Vulpin Lake Rats!”

“Yeah, dose things ain’t friendly like dese here frogs.” Sceles said as she fired her gun at them, as they took them all out, Parry groaning in disappointment. “Don’t worry, Parry. Dere’s plenty more.”

Argit snuck around, having escaped thanks to his quills, sighing a bit as he came near by and opened a near by door to get away but saw it lead nowhere. “Ah nuts…” He groaned.

At the bridge, a towering figure walked in. He appeared to be an over-weight, humanoid toad with royal robes under a golden necklace and a strange belt, thick fingers around a blaster’s holster.

“Hello Millius. Long time no see.” Ben said as he walked forward, glaring at Millius who aimed a gun. “So, I take it you’re not gonna make this easy?”

“What do ya think, Monkey?” Millius asked as some of his troops came out, outnumbering him.

“Four on one? I love those odds.” Ben said as he slammed down on the Omnitrix, causing his body to shrink down as his body began more toned as a 4-foot tall, gray furred porcupine-like creature with sharp clawed hands, a semi-muscular but slim build, black quills covering his head like hair, spikes coming out of his face like whiskers and spikes on his upper arms, with a snout-like nose with, yellow eyes with black pupils, clawed hands and feet, and a foot long pink tail, and wearing a black and white jumpsuit with the Omnitrix symbol on his chest took his place.

Rook and Julie arrived at this as Julie giggled. “OK, that is funny.” Julie said, finding some humor in the situation as Millius raised an eyebrow.

“What the?” the new alien asked, looking himself over…as he groaned. “Ah great, I’m whatever the heck Argit is now…”

“Why do you sound like that cartoon hedgehog?” Rook asked, confused as the other porcupine-like alien smirked.

“Hmm…I got it! Strikehog!” Said Strikehog as he fired out quills at them, knocking the guns out of their hands as he ran forward on all fours and then curling up into a ball and tackling right into Millius, making him yell out as he was sent back, a quick on his arm as he groaned a bit.

“Sorry to disappoint ya…I got thicker skin. Gonna take more than that to take me out.” Millius groaned as Argit came back in, glaring at Millius.

“OK, you got a lot of nerve! Seriously, you pay me to get that doomsday weapon and you try to double cross me!?” Argit asked, glaring at him.

“Wait, what?!” asked Strikehog, shocked. “You were gonna give that thing to Millius?! Did you fall on your head?”

“hey listen here, tough guy. I was supposed to-“ Argit’s eyes shrank as he noticed his bag was missing. “Ah crud! I forgot my bag!”

“Where is it?” Ben asked as a groan is heard as they saw Boid and Octagon walk in, both rubbing their heads.

“our kin kind of knocked us out…I think they are going to get da proceeds that come from bring out said doomsday weapon.” Octagon said as Boid gave a nervous chuckle.

“Sorry ‘bout dat. Come on, lets head out.” Said Boid, as the others nod.

“WE gotta stop those two. Argit, keep an eye on Millius. Millius…don’t kill Argit.” Ben said as the group went out, Ship coming off of Julie’s armor and hopped ahead of them.

Argit smirked at this…but gulped when he saw the large frog glaring down at him. “Ah nebulas…”

Outside the ship, Ship was in his space ship form as he flew after the Vreedles as Octagon aimed the tractor beam at the ship as Parry began to fire at them, Ship moving away as Rook kept a firm hold on the wheel.

“Ship, be calm!” Rook said as he heard lasers coming from behind.

“Toadies on our tail!” Said Julie, seeing that on the radar. The ship began to fire down as Millius glared from the throne.

“Shoot them both down. I want the Anihilaarg.” Millius said as the Warship hit Ship’s wing, making him give out a pained yelp as the ship went down, as the Vreedle’s ship followed suit. Both ships screamed out as they headed right for Mr. Smoothie’s area.

Manny looked up as his eyes shrank as he saw the ships coming in. “Uh…Cooper? Think you can, I don’t know…TECHNOPATH SOMETHING TO CATCH THEM?!”

“I got this” said Helen as she spun around in a vortex, creating a large funnel cloud that cushioned both ships, making them slow down their crash as the ship went down.

Ben’s team came out as Ship shrank back down, who groaned a bit as he shook his head, whimpering a bit as Julie picked him up, petting the alien dog to comfort him as she glared at Sceles and Parry came out of their ship, groaning a bit.

Millius’ ship arrived, taking Argit with them as Sceles saw everyone present and smirked. “Not one move, or else Parry and aye will blow ya’ll ta kingdom come with the Anihilaarg!” In Parry’s hand…appeared to be a black box.

“The Anihilaarg?” asked Manny’s team in shock.

“That thing was on the ship!?” Cooper asked, shocked as Ben’s team stared at the box in question.

“…That thing is the Anihilaarg?” asked Julie, confused. Suddenly a blue blur came by as Parry noticed it was gone as Helen got it, smirking.

“Give me the Anihilaarg, salamander.” Millius warned, his goons aiming their guns aimed at it.

‘You’re living in a fantasy world if you think we’re handing this over, ya freak.” Said Manny with a glare as Parry tackled him, but the younger Tetramand kicked him off as Helen passed the doomsday weapon to Ben as Argit looked freaked as he saw several Incursions and Millius running up as he fired more quills at them, making the gunners go down as Millius roared out as he charged forward, Cooper blocking him off with his armor, grunting.

“Ben, do something! Anything! Just make sure that thing doesn’t get to either of them!” said Manny as he held off Parry as Alan fired down blasts of lfame at Sceles, as Ben nods to Julie, who nods back.

Julie got to Ship as she says, “Ben, we need…him.”

“Right…Omnitrix; Code 12-50-X. Password: Omega.” Said Ben as his Omnitrix glowed as an image came up as he slammed it down. Suddenly a bright glow came from Ben, getting many people’s attention as he took a new shape.

“what the?” Argit asked, in awe as he took the form of a tall, muscular humanoid being with slanted green eyes and three horns on his head and white hands and a body made up of black nothingness with white stars, a white aura coming around his skin. Both hands were clenched shut, with his right hand holding the doomsday weapon tightly as the Omnitrix symbol was on his grip.

“What’s that?” Sceles asked, looking the alien over from where she was fighting Alan.

“THAT is Alien X.” said Manny with a smirk. “Good luck getting it now; when it’s in that frozen state, you can’t pry those hands free.”

“Alien X…is real…incredible.” Said Rook in awe…but noticed Ben wasn’t moving. “Is Ben OK?”

“He’s stuck in argument with those two voices in his head now. We need to keep these clowns busy while he convinces Bellicus and Serena to help.” Said Julie as she says. “Ship, think you can still fight?” Ship nods as he forms into armor as she runs forward with Rook to take on Millius, who roars out as he lashed his tongue forward in a whip, Rook jumping over as Julie blocked it with a grunt.

(Inside of Alien X)

Ben appeared in a large astral plane as he looked up to see two large faces looking down at him; to his right was a feminine face and the left was a more disgruntled male.

“Bellicus, Serena. Look, I don’t have a lot of time to argue; My friends and I found the Anihi-ania-“ He cleared his throat and says “Anihilaarg-hey I got it-and we need to get rid of it. But I want to make sure these guys don’t get it.”

“And why should we listen to you with this?” Bellicus asked, waiting for a reason.

“Look…you’re the voice of Rage and Aggression. And Serena, you’re the voice of Love and Compassion. And I’m the voice of reason. Look, we need to work together to make sure this weapon doesn’t go into anyone’s hands. Not even our’s.” said Ben.

“And what’s in it for us?” Serena asked, looking at him curiously as Ben gave a groan…as an idea came up.

“How about we make good on some old deals? Bellicus, I do rule in favor that the Dinosaurs shouldn’t have gone extinct, but since humans are in charge of the earth, maybe we can move them somewhere else?” Ben suggested, as Bellicus thought it over…and gained a smirk.

“I second that.” Said Bellicus as Ben turned to Serena, looking at him curiously.

“And Serena, I did think Pluto fits more as a planet…kind of why I called it ‘planet’ when it got blown up. Maybe we can fix it up?” Ben asked as Serena nods.

“I would like that.” Said Serena. “And what do you want in return, Ben?”

“How about…a compromise? Say…we discuss WHILE we move? Keep the powers limited but actual mobility until we reach a conclusion on something? And this will be for ANY big thing that needs Alien X’s powers. Agreed?” Ben asked, as both Bellicus and Serena thought it over.

“Hmm…” Both said as they nod. “Seconded. Motions carried!” said the two at once as their eyes glowed.

(Outside of Alien X)

Back on earth, Boid and Octagon stood by Ben, weapons out as Rook asks, “Why are they near him?” as he dodges another tongue lashing from Millius.

“Easy: They want to prove themselves, they need to make sure no one gets near Ben.” Manny said as he grunts against Parry, who growled at him as Helen gave him multiple kicks.

“Plus it’s the only job we can give them that WON’T blow something up.” Cooper said as Alien X’s eyes shined a bit as a determined look came onto it’s face.

“Motion Carried! Alien X’s in low power.” Alien X said as he moved forward, his voice a mix between Bellicus, Serena and Ben’s…as he stopped and looked himself over, his eyes making it clear he’s frowning.

“Ugh…this isn’t a proper look for a self-respecting Celestialsapaien…how about we give ourselves something more proper. Say…” Bellicus said through Alien X as he concentrated and gained armor

“Hmm…not heroic enough.” Serena said as it turned into a white and black jumpsuit.

“…Compromise, you two.” Ben said as he concentrates as a bright flash came over him as everyone looked in shock as both Octagon and Boid put their hands up.

“We didn’t do it!” The two Vreedles said at once as Alien X stood back in it’s original spot, now having a white jumpsuit with the chest area exposing the stared body, a helmet over his head with his horns sticking out of his head and his belt now being where the Omnitrix insignia on his belt.

“Hmm…seconded.” The other two voices said they held the Anihilaarg as they glared. “HEY! You want this, you have to get past me.”

“Heh, this should be easy. Parry, grab him!” said Sceles said as Parry shoved Helen and Manny off as he roared at them…as Alien X put his hand out, making him looking confused.

“Buzz off.” He said calmly as he flicked him on the chest, sending Parry flying back and hitting Mr. Smoothies’ sign, making it dent a bit as he groaned. Alien X calmly looked to the side as he asks, “Anyone else? No? OK.”

“Give it here, Tennyson.” Millius said with a glare as Alien X looked it over.

“Can we destroy it?” Ben asked aloud, talking ot Bellicus and Serena at this time, confusing everyone.

“Not likely. Contemelia technology is far beyond Celestialsapien power. We need to send it somewhere where this cannot be used.” Bellicus said as Ben thought it over and got an idea. “No.”

“You got any other ideas?” Ben asked. “Look, I know you two don’t like him, but If I had to trust this thing being hidden by ANYONE, it’s him.”

“Ugh…” Serena and Bellicus both groaned as they both said, “FINE. Motion carried.” They said in annoyance as Alien X suddenly vanished in a bright white flash, making him vanish.

“Huh?” Millius asked, confused as he growled. “Where’d he go!?”

“Likely going to the only person who can keep that ting away from you; someone WAY beyond your reach.” Said Alan with a smirk as Julie also grinned.

“Professor Paradox!” said Julie with a grin.

(In an unknown location in the time stream. Unknown time)

Alien X arrived behind someone as a man looked around calmly. “Ah Ben, I should’ve guessed this version of you would have arrived.”

“What do you mean?” Alien X asked, confused.

“You are the Ben that was able to Bellicus and Serena into giving me the Anihilaarg. Quite impressive as well.” Paradox said with a nod. “Of course, other versions have done it as well, and others were too late and were able to convince Bellicus and Serena to save the universe. In any way you slice it, you were going to stop it either way.” The man in front them said as he walked up. “Gumball, my boy?”

In front of Alien X was someone about 5’9 with slicked black hair, a white lab coat over a orange vest, which itself was over a long-sleeved white button up shirt and tie, black pants and black shoes. In his hands was a bag of gumballs and a pair of goggles around his neck.

“Keep the gumballs, time walker and just take this.” Bellicus said, giving him the box. “And make sure you hide this well or else you will regret it.”

“Seconded.” Serena added, adding to the glare as Paradox only chuckled.

“Yes, yes. Now go on along, you three. And Ben, keep those promises.” Paradox said as he chuckled as Alien X vanished. “Hmm…a lot can change from one phone call, can’t it? Ah well, maybe things may turn out differently in this particular timeline.”

(Back at Mr. Smoothies. 12:50)

Alien X arrived back, as Alien X glared at Millius as Argit got bonked on the head. “OW!”

“He’s trying to get money out of them, and we got back up taking in the Vreedles’ big sister and little brother.” Said Manny as Boid and Octagon led their siblings onto a car as they gave a thumbs up.

“This should make up what they did a bit. But they got a long way to go.” Said Julie as she looks at Alien X. “So…is this guy gonna be a normal choice?”

“Sorry my dear, but sadly no. This alien is now strictly for emergencies.” Serena explained through Ben. “But I will make sure he treats you something nice later. But for now, we will be right back.” Alien X then vanished again.

“Wonder where he’s going…” Julie said as Rook shrugs.

“But that is quite an amazing alien…heh, I guess it makes sense why he is only used for emergencies.” Rook said, giving a shrug.

“But now that he’s got a compromise with those two…who knows what will happen…” said Manny as the group looked up at this, all concerned.

(At Khyber’s ship. 13:23)

Khyber watched with a scowl as, on the screen, it was showing Alien X remaking Pluto from the meteorites that the Incursions left it in. “So…he has control over that Celestialsapaien?”

“Or at least an agreement that they liked. If it wasn’t for that, this would have been very bad.” The crab man said via their communication. “But now things are getting quite…extreme.”

“Do not worry Doctor…this just makes the hunt more thrilling.” Khyber said with a dark smirk as he laughed darkly.

End of Episode 5

Welp, I hope everyone liked this. And yes, I am aware that this wasn’t originally on the order of episodes aired, but this is based on production order as I mentioned earlier. Anyway, hope you all enjoyed this and please Read, Review and Suggest away!

Also…here’s a short bio for the now original alien, Strikehog!:

Strikehog

Species: Unknown (Argit’s species)

Appearance: a 4-foot tall, gray furred porcupine-like creature with sharp clawed hands, a semi-muscular but slim build, black quills covering his head like hair, spikes coming out of his face like whiskers and spikes on his upper arms, with a snout-like nose with, yellow eyes with black pupils, clawed hands and feet, and a foot long pink tail, and wearing a black and white jumpsuit with the Omnitrix symbol on his chest.

Powers: Can shoot out quill from his head to knock out others, can break out the quills form his arms to make weapons out of them, can make himself appear dead by stopping his own pulse, can scale buildings thanks to his claws, has enhanced agility and reflexes and can also can use his tail to trip others around him.

Weaknesses: Can lose all quills in high stress situations, is not physically strong, is quite frail

Voice: Roger Craig Smith (Sonic the Hedgehog)


	6. Summon the Swarm

**Summary for the Chapter:**

> While Julie is off on a training mission, Ben, Rook and the Helpers discover a collection of insectoids have been causing problems, finding that Dr. Animo has teamed up with another old foe of Ben's; Clancy! The group must now stop this mutant ant hill before it creates untold destruction, all the while trying to figure out who is sending the monsters after Ben.

OK, let continue this Ben 10 story, shall we? This is part of an interconnected story between two different episodes. Hope you like it! And as you know, I only own my own OCs. I do not own any of the Ben 10 characters or the species; they belong to Man of Action. Enjoy.

Summon the Swarm

(Plumbers HQ Hanger. August 21st, 11:50)

Ben was with Julie, who was readjusting a bag over her shoulder as she was wearing her Plumber uniform. “So, you’re off for training?” Ben asked, looking at her with concern.

“Yeah, a training mission with Magister Hulka and Tetrax and my classmates at the Academy. He said that this is the first field assignment for us. So wish us luck, OK?” Julie asked as she gave him a kiss on the cheek. “Don’t worry, I got Ship. I think we can take care of ourselves, right Ship?” Julie asked, looking down at her pet.

“Ship, ship!” said Ship with a small hop as Ben nods as he and Julie shared a hug goodbye.

“See you when you get back, Jules.” Ben said as the two gave each other a smile as Ship coiled onto Julie’s shoulder as Ben chuckled. “And the same goes for you too, Ship.” Ship yipped at this as Julie headed to a ship where a tall, pink-skinned humanoid with a metal implant on the right half of his head and a standard Plumber Armor.

Julie gave him a salute, which he returned as he lead her on. Meeting her on board was a being made of crystal, like Diamondhead, only dressed in dark gray armor and having what looks like a goatee on his face.

“She has come a long way, huh?” Manny’s voice asked as he turned to see Alan, Helen and Manny walking up, Alan in his human form and Manny in the form of a tall, muscular young man with dark skin and dark yellow eyes, wearing a white t-shirt and a pair of jeans.

“Yeah. Come on, lets head out for Lunch. Rook’s Driving.” Said Ben as the group nod and headed out as the ship Julie was on took off.

“We’ll wait here. We got to work on some stuff, but make sure to get some Burger Shack for us.” Said Manny as Ben gave a thumbs up and headed to Rook’s truck.

(Later…at Burger Shack. 12:03)

Ben hummed a bit as he got his order from a local restaurant, Burger Shack, which was medium-sized building with outdoor stalls to eat as he headed to Rook’s truck, where his partner waited.

Unknown to him, however, Khyber watched from above as he smirked, nodding to his pet. “Go get him, old friend.” His dog growled before jumping forward, a red glow coming out as a large creature came into being.

Ben hummed as he took a sigh. “OK, some much deserved relaxatio-“ Before he could finish, the ground began to shake as he sighed. “Ah great…” Suddenly a large worm-like creature with a very large beak-like mouth, four eyes and a collar around it’s neck, four insect-like legs coming near the front of it. “ANOTHER one? Ah man…”

Ben set his lunch down as he slammed his Omnitrix, making his body glow a bit as he turned into Diamondhead. “Diamondhead! Can we make this fast, big guy? I’m kind of hungry.”

The monster screeched as Diamondhead fired a barrage of crystal shards as he says, “Take that!” The worm growled as he smacked him away, sending him flying back from the blow. Diamondhead landed as he glared. “OK…I’m gonna need a harder hitter.” HE slammed down on his Omnitrix.

He glowed as he turned into a towering creature, at about 7 feet tall, with a body akin to a living quartz creature with glowing yellow-green eyes, claw-like hands, quartz spikes on his arms and wearing a pair of armbands and what looks like black and white shorts. “ROCKS!” He said out loud…as he groaned. “OK, that name stinks…lets see…”

The worm suddenly spat out acid at Ben yelled out, but glared up as his body became smoother to allow the acid to slide off. “NOT cool, dude.” Said the rock-like Alien as he slammed his fist down, creating a seismic blow. “Hmm…I got it! Call me Quartzmain!” He noticed some looks from the civilians as he asks, “What? It’s the best I can think of for this guy. Besides, it’s based off of Quartermain…a name that means ‘many skills’…ah forget it.” He did a hand wave to the confused people as he glared ahead.

The large worm roared out as Khyber frowned. “An Basalt…hmm…” He whistled as the large creature dug under ground as Quartzmain ran ahead, looking down and scowling as he turned back to Ben. “Hmm…” He went back to his bag and went to the truck, as Rook ate what looked like cooked meal worms and vegetables out of a box.

“Sorry for not helping, you seemed to have it covered. If you really needed it, asking would not hurt.” Rook said calmly as Ben rolled his eyes as he set his bag down and got his burger out and took a bite.

“Yeah, and its not even a full hour since Juile went off on her mission and I’m already getting attacked by a giant worm monster…and it has that same collar.” Ben said as he says, “who keeps sending these monsters on me?”

“Who would not?” asked Rook, giving him a raised eyebrow. “I can name several beings who have used monsters before: Hex the sorcerer, Vilgax the conqueror, the Diagon, The Highbreed back during that war…need I go on?”

“Hmm…you’re missing someone in that list; Dr. Animo.” Said Ben, realizing this. “He has dealt with alien Animals before, he knows how to use the Omnitrix’s tech, he knows about plumber tech, he’s even broken into Mount Rushmore a couple times…who’s to say he DIDN’T make whatever’s going on?”

Rook typed in something as he nods. “Well, there is a Dr. Animo in the database. According to this, his crimes include and are not limited to: Crimes against nature by using genetic mutations, attacking a formally defunct Plumber base, nearly setting off a large DNA bomb, conquering the Null Void, and creating an army of ancient bird-like creatures.” Rook read as Ben nods.

“Yeah, he did all that…believe me now?” Ben asked as Rook rubbed his chin.

“Hmm…according to this, he is currently in a holding cell in the HQ. The last time he went to the Null Void he took it over.” Rook said. “Lets go. You did get the others their food, right?”

“Yeah, I told them to deliver to Grandpa Max’s place.” Ben said with a nod as Rook drove towards the HQ, putting on his ID mask to better hide himself in case anyone saw him while on the move.

(Later…at Plumbers HQ. 12:43)

“So let me get this straight, Ben. You think Animo is involved with that weird collar thing?” Manny asked, a sandwich in one hand and his fries in one of his lower arms, taking one from the box as he asked.

“I find that hard to believe.” Helen said, sipping a milkshake. “After the egg incident, he’s been locked up tight. So unless he suddenly mutated himself into a bug, I doubt he could get out.”

“Just take us to Animo’s cell, Helen. I want answers.” Ben said, crossing his arms as the group headed towards the cell block as Helen got her communicator out.

“Hobble, we’re going to be talking with Animo.” Helen said as they went up the elevator as they passed Cooper, who was working on a broken terminal, heading towards the cellblock.

“Hmm, so what should we expect?” Rook asked, as Ben shrugs.

“Who knows, more then likely mutants though.” Ben said as he leaned against the wall, waiting for it to get up. The elevator stopped as they headed towards an…empty cell full of stuffed animals?

“What the-“ Alan asked, as they opened the cell and looked around. “Where’d he go!?”

“How did he escape? No alarms went off. I just saw him yesterday!” said Helen, looking around the room quickly as Manny picked up a stuffed alligator that had stitched on rabbit ears and what looked like a shark tail.

“…This guy needs a new hobby…specifically not a creepy one that will haunt my nightmares.” Manny said with a groan, throwing the stuffed animal over his shoulder. Ben looked around as he looked towards Rook.

“See Rook? The crazy is right here and Animo is gone.” Ben said, looking around he noticed something; letters. Ben picked one up and read it. “Hmm…this is a letter…you guys give him mail?”

“Yeah…some of our prisoners do get mail. The Plumbers are a government group and there are some scientists who are interested in Animo’s work for some lord know’s why reason…why?” Helen asked as Ben frowned.

“This is about some plan…it was likely smuggled in.” Ben said as he looks at the ground and notices something…”How did ants get in here?”

“Ants are quite common on Earth, Ben. You should know that.” Rook said as Manny looked down, a scowl on his face.

“But how did ants get into the HQ…unless there’s a tunnel somewhere.” Manny said as he followed the ant trail and lifted up the toilet, revealing a secret passage. “Hmm…looks like we’re gonna need a bigger tunnel if we’re all gonna track him…Ben?”

Ben nods as he slams down on the Omnitrix, turning into Armordrillo. “Armordrillo!” the behemoth said as he began to dig through the wall with his jackhammer-like arms, making the opening bigger as the group followed him as he dug through the hole.

“Is this Animo really so dangerous?” Rook as Manny gave the less experienced member a look as he showed his prosthetic.

“He’s why I got THIS. So yeah, he’s plenty dangerous, even without his mutants.” Manny said as he stomped after Ben as they came into the sewers. “Ugh, the sewers?”

“Of course.” Armordrillo said flatly as he looked around. “I think I can have an alien that can track him.” He slammed down on the Omnitrix as he glowed, changing into something else. The form he took now was a large, yellow and dark orange jellyfish-like octopus with large yellow-green eyes and multiple tentacles.

“Squidstrictor!” He said as he looks around. “OK…when I unlocked this alien, Gwen taught me a neat trick this thing can do…I can track mana like she can when I’m in this form.”

“Heh that should make it easy then. Follow the Mana trail, find the nutty professor.” Alan said as Squidstrictor concentrated, his two longest tentacles floating up as he nods, slithering forward with the others following, Manny and Rook getting their guns out.

“I think I’m getting some…thing…” Squidstrictor began as he looked up and saw that in front of them was a large, dark red and black ant, that glared with it’s multiple eyes. “…Ah man…”

“Giant ant, yep, we’re after the right guy.” Manny said with a glare as he jumped up and punched it, making it stagger a bit as Rook ran forward to help, but both Manny and Rook went back when it shot out a blast of flames.

“A fire ant. Oh-ha-ha, Doc. REAL original.” Alan said, rolling his eyes as he powered up. “Hey big guy, don’t you got a picnic to get to?” He asked as he fired a blast of fire at them, as Helen sped forward and began to give a rapid punch at it, but the ant smacked them aside with his head, roaring out.

Squidstrictor scowled at this as his body began to expand and fired out a black liquid at the creature, hitting it in the eyes. The ant squealed out in pain as Squidstrictor extended his tentacles to move him up and landed on the creature’s back.

“I’m getting this freak.” Squidstrictor said as his tentacles began to wrap all over him, binding the creature as he got an idea. “Manny, Sonic Clap!”

“What? Are you nuts?! That would shake the entire tunnel on top of us!” Said Manny as Squidstrictor shook his head.

“Not if you focus. Remember: you got to focus it all. Aim right for the ant. OK?” Squidstrictor said as Manny took a sight as he looked at his prosthetic and nods.

“OK…here goes…something.” Manny said as he focused and got his hands out before yelling out, slamming all four hands together at once, creating a sonic boom right at the ant, making it cry out as it suddenly glowed.

“YOW!” Said Squidstrictor as he let go quickly and got away as the ant exploded.

“Incredible…the sonic blast atomized its energized DNA.” Rook said, as Ben turned back to normal.

“Yep, all part of the plan.” Ben said sheepishly as he gave Manny a thumbs-up. “Great job, man.” Manny gave a smirk at this, crossing his arms…but frowned when he saw many more ants coming in.”

“…I think I’m going to get a cramp if I have to clap THAT much…” said Manny nervously. Everyone got close as Ben looked at the Omnitrix and saw it was drained.

“Rook? You got a freeze ray or a fire extinguisher?” Ben asked nervously as Rook shook his head ‘no.’ “…and Alan is a fire guy and Helen is super fast…MAN I wish my watch didn’t have a specific charge…”

“Even then, my speed isn’t enough to take on an entire hive.” Said Helen as a faint buzz is heard.

“My pets…come to me…” said a voice in the tunnels as the ants went away, as Ben frowned. Alan powered down as he panted a bit.

“OK, that was stressful…those things were looking at us like we were lunch.” Alan groaned.

“That voice…sounds familiar…come on.” Ben said as they all nod and followed after the large ants before coming across a group of them carrying machine parts.

“Ants carrying machinery…odd mannerism for a hive-based mentality.” Rook said as Ben looked this over and nods.

“But they’re big enough to carry us. Come on.” Ben said as the five jumped down and landed on a large piece of machinery.

“Why do you know so much about ants?” Alan asked in confusion.

“when I was coming to Earth, I read an interesting book about Ants being the dominate species on Earth.” Rook said…which resulted in Manny’s face to puff up and cover his mouth to keep from laughing at how silly that sounded.

“OK, that is dead wrong. Where the heck did that idea come from?” Helen asked flatly.

“Well, the numbers of ants outnumber humans and are on every continent, except for Antarctica.” Said Rook.

“…Yeah, because Antarctica is one of the coldest places on the planet.” Alan said flatly. “No duh ants won’t be there,” Everyone got off and snuck around a large amount of rocks and looked around.

“Now, where would Animo be?” rook asked as Ben points ahead.

“How about the anthill the size of the Empire State Building.” Ben asked flatly as he points to the giant structure of sand and stone, as everyone got just as flat looked.

“WOW…that is NOT subtle…and where are we?” Alan asked in confusion.

“Likely something ol’ Animo whipped up. Knowing him, he used his mutation gun to terra form this place. That or the ants REALLY messed this place up.” Manny said, looking around.

The group went around a large rock as Ben saw his Omnitrix was fully charged. “OK, lets see if we can get in…’ he began to select but noticed Rook messing with what looked like slime.

“What is that?” Helen asked as Rook looked at them calmly before throwing the sludge onto them, making the group cry out in annoyance.

“HEY! What the heck, man?!” Manny asked in annoyance as Alan spat it out, disgusted.

“Ah man, it got in my mouth!” Alan said, as Helen looked annoyed, as did Ben.

“Why the heck did you just throw mud on us?” Ben asked as rook put another coat on them, as Alan looked even more annoyed.

“Knock it off! What is this stuff!?” Alan asked as Rook began to put it on himself.

“Ant pheromones. This should disguise us, as they instinctively attack all those who would invade their hive. So this should make us blend in.” Rook said as they all glared at him.

“Dude, if you put ant goop on us for nothing, I’m sicking Rath on you.” Ben warned as Rook nods, understanding as they went towards the opening as a large ant growled down at them as it’s antenna tapped them…and moves away.

“Phew…looks like this slime has SOME uses…but I’m gonna need to get this into the laundry after this is done.” Helen said as she looked around, her visor coming down. “Hmm…this looks like it was made in code. These things were building with a purpose.”

“I think I see him ahead.” Alan said as the group saw a large machine with two figures standing on a terminal. The group went to them.

“Great job, my old friend. You’re pets are doing a good job.” Said a thinly-built older man with long gray hair tied in a pony tail, a white headband wrapped around his head and wearing a long brown trench coat over a black shirt and black pants.

“Of course, Animo. Your genius gave them the power, between the two of us, this should work out fine.” Said the second figure with a chuckle, wearing a long-sleeved jacket over a hoodie, a pair of black slacks and noticeable three-toed insectoid feet and what looked like long-claws coming out of his sleeves.

“Hey Animo!” Ben said, getting their attention as they both turned, revealing the other man’s face to them; he had green exoskeleton with spikes in the form of a goatee, and large yellow eyes. “And Clancy?”

“Tennyson…long time to no see…” Clancy said with a growl. “I had to go underground after the Negative Ten incident.” Clancy glared darkly at this as various insects began to crawl out of his jacket.

“OK, that’s nasty.” Alan said as he glared at this, Clancy growling as Animo put a hand on his shoulder.

“So Tennyson, I wanted to wait to kill you, but now is good enough. And for now, you are not gonna just worry about these ants. You see…my plan is to turn ALL the ants on earth into my own personal army. Clancy here is willing to help me give his insect friends the power they deserve.” Animo said as Clancy nods.

“And once we are done, you are all gonna be ruled by the Insects.” Clancy said as both laughed evilly, as Ben looked at the others.

“Yeah…I don’t think he’s sending the aliens after you.” Alan said as he powered up, Helen got into a stance as the others got ready.

Outside, Khyber and his dog found the anthill as he frowns. “Flush him out, boy.” Khyber said as his dog nods and ran inside, growling.

Back inside, Ben glared as he says, “Look Animo, While I think giant ants sound kind of cool-kind of-we can’t let you do it. Team? Lets do this.”

Rook noticed something and frowns. “They got a Kormite power core, I got to disarm it. You guys keep them busy.”

“OK…let’s go.” Ben said as Alan, Manny and Helen nod as they all ran forward, as Clancy hissed.

“Boys, feeding time.” Clancy said as several ants came in as some came out, spitting acid as Alan jumped back, glaring as his hands ignited and fired a burst of fire. Animo smirked as he typed away.

“Try and stop us now, Boy!” Animo said as he slammed the button as Helen went wide eyed.

“Oh no!” Said Helen said as the machine activated as many more ants came in.

“OK…Swampfire, go!” Ben said as he slammed down as he grew and turned into…”RATH! Ah man…LET ME TELL YOU SOMETHING, NEW OMNITRIX! WHY CAN’T YOU TURN ME INTO THE RIGHT THING!?!?!”

“Dude, you’re just as strong as I am. Come on, lets take these freaks out.” Manny said as he punched one away as Rath growled.

“You can’t tell Rath what to do, Manny Armstrong! Rath does what Rath wants! And Rath wants to crush these freaky bugs!” Rath said as he jumped up, roaring. He tackled into an ant and smacked it aside a Helen ran forward, but got caught by her tail.

“Aah!” Helen screamed as she was getting dragged.

“Helen!” Manny said as he punched away one of them as he jumps up and smashes the ant with his feet, making it let go. He looked at Helen and went to her. “You alright?”

“Yeah…thanks.” Helen said with a smile as Manny smiled back as Alan fired at an ant that was behind them.

“Flirt AFTER we take out the ants, guys.” Alan said as more ants came in. “Which might be a LOT harder than we think…”

“Face it, children. Sheer numbers outmatches you. When in proper amount, any ant swarm can take on any prey.” Clancy smirked as a barrage of lasers came down as Animo looked up and growled.

“Everyone, I got the Kormite Power Core.” Rook said as he came down, firing from his shoulder-mounted proto-tool.

Rath growled as he says, “Let me tell you something Rook Blonko! Even though Rath is starting to begrudgingly like your help, in spite of himself, Rath is gonna-“ Before Rath could finish, the Omnitrix timed out and turned him back into Ben.

“Sorry about that…rath tends to get REALLY cranky.” Ben said sheepishly as Rook nods.

“A Kormite power core…I’m guessing this is the power source of the that thing. No core, no monster ants.” Helen said as Alan gave out a scream as an army began to swarm over them.

“Ah man…come on, Omnitrix…give me something good!” Ben said, as he got crowded, as a bright green glow came out as a figure suddenly jumped out, sending many of the ants away as something landed.

“What the…?” asked Helen as the new alien came out, chirping faintly. Standing before them was a humanoid Grasshopper with a rounded head with a thick cone-like top on his head, yellow-green skin, rounded black eyes with yellow-green pupils, four arms with three fingers each, thick legs with clawed toes, a pair of antenna on his head, and a pair of wings on his back and wearing a black and white jumpsuit with the Omnitrix symbol on his upper shoulder's sleeve.

“ANOTHER Bug? I am getting sick of bugs.” Manny said in annoyance as Ben looked himself over.

“Hmm…a new alien, eh?” He asked, smirking. “Lets see…” He got ready as his thick legs got bent as he jumped forward, his wings flapping a bit as he tackled into one of the ants, sending it flying back. “A living Battering Ram, eh? Hmm…I got it! Crashhopper!”

“No matter the form, Tennyson. You cannot defeat us.” Animo warned, getting on a power suit that looks akin to a large ant as Clancy growled, swarms of flying insects forming out of him.

“Oh yeah? Lets see ya work with that.” Crashhopper smirked as he jumped up and bounced around and tackled Animo, making him yell out. Animo growled as he fired energy blasts at the hopping insectoid, who kept jumping around.

Rook kicked an ant away as he looks at Alan. “Alan, can you give me a lift? I have an idea.”

‘Uh…OK?” Alan said as he picked up Rook and took off into the air as Clancy roared out as he slashes at Helen, who dodges and sent a rapid punch his way, making him growl as he spat out a blast of acid, making her jump back to dodge as Manny roared out, slamming his fist into Clancy’s face, sending him back.

“Sorry cockroach, but it’s two on one.” Manny said as Animo cried out as he got sent into Clancy, making the two falls back a bit.

“Guys! We need some back up here!” Alan said as both he and Rook backed up. Crashhopper and Manny both jumped up as Helen sped up the machine to get to the other two.

“I got a plan: I can reset the Kormite core to decimate these ants.” Rook said as Crashhopper smirked.

“That’s good.” Crashhopper as Rook looked concerned.

“But he said that could wipe the ants, the anthill, and all of us. Not to mention any part of the city within 300 miles.” Alan said nervously, as Helen cringe.

“and that’s bad.” Manny said, punching an ant away as Helen went to it and looked it over.

“We can isolate the energy to just blow up the ants.” Helen said as Rook nods.

“That sounds better.” Rook said as he heard buzzing and saw Animo being brought up with Clancy, both glaring.

“curse you, Tennyson! You and your meddling ways!” Animo said with a glare as Crashhopper groaned.

“I forgot he talked like that for a moment…” Crashhopper muttered as a growl is heard as Khyber’s dog came down, growling at them. “Mutant dogs?” he asked, confused.

“Make up your mind, man. Are you doing an anthill or a pound?” Manny said as Animo raised an eyebrow.

“This isn’t mine.” Animo said as the dog growled as he glowed red, making everyone go wide eyed as the dog began to grow in size before becoming a dark gray, 16 foot tall behemoth with an odd-looking nose, dark red eyes and purple goo sacks covering it’s body, a red collar around it’s neck and what looked like large, elephant-like hands.

“…But it is interesting…” said Clancy said with a growl as Crashhopper growled.

“I got the big freak. Manny, Alan, take on Animo and Clancy. Rook, you and Helen work on that device.” Crashhopper said as he jumped at the monster but grunts, as his skin was too thick. “OK…that hurt.”

“Hey Animo, it’s payback time for taking my hand!” Manny said as he charged at him as Alan smirked as his hands glowed.

“Crispy flies, anyone?” Alan smirked as he glared down Clancy, who growled in annoyance. Clancy flew forward and slashed at him, making Alan jump back as he fired flames back.

Rook let the Proto-tool fire at the ants as he and Helen rewired the machine as Rook nods. “You take this to the main computer, I will give cover fire.” Helen nods as she sped off with the device, Rook firing energy at the large ants.

Crashhopper jumped at the creature as he smirked. “Alright big guy, lets try this!” he jumped right into the sack, but cried out in shock as he got stuck. “what the? What is this!?” He tried to jump out, but couldn’t move.

Khyber watched from afar as he got his knife out. “Soon…once those ants devore his friends, I will get my prize.” He chuckled but frowned when he saw Rook. “The other partner is still here…”

Rook saw this and went wide eyed, “Ben! Hold on!” He fired a line at Crashhopper, who was getting sucked in but his upper arm grabbed the wire and Rook pulled back.

“Thanks…” Said Crashopper, panting a bit. He glared at the monster as he realized something. “Wait…this thing is an intruder…Manny, Alan! Knock out Animo and Clancy! They’re the only ones keeping the ants under control!”

“No need to tell us twice!” Manny said, dodging energy from Animo before jumping up and grabbing him. “Alan, dual throw move!”

“Right!” Alan said with a nod as he grabbed Clancy as the two were thrown at each other, the headband on Animo’s head shattering from the impact as the two groaned into unconsciousness.

The ants all hissed when they got free from the control and swarmed the monster, as Khyber watched with a frown. The monster roared out as Crashhopper looked up. “Helen, now!” Helen heard this and nods as she typed quickly and activated the device, making a shockwave come out.

The ants all glowed bright red before they all exploded, making the sound of beeping heard as the dog-like beast groaned a bit, shaking off before growling, running off. Crashhopper frowned as he turned back to normal. “That thing is what was attacking you…” Alan said with a frown as the group glared at Animo and Clancy as they advanced.

“Aloysius James Animo. Clancy Archibald Chester. You are both under arrest.” Rook said, as Ben smirked

“He Middle named you, you are BOTH busted.” Ben said with a smirk as Animo growled.

“You will pay for this, Tennyson! You hear me!” Animo said as Manny groaned as he flicked both on the head, knocking them out.

“Yeah, yeah. We get it.” Manny said with a scowl. He looked at Ben with concern

(Later…)

9at the Plumbers HQ. 14:34.)

Ben sighed as the group was looking over the pictures of the predators so far. “OK, I did some cross references and I got what they were. You already know the Root Shark.” Cooper said, showing the Root Shark that attacked him at school. “But here’s the others.”

He first showed the rhino-like beast. “This is a Crabdozer, a predator from the star Pyros.” Patelliday said, motioning to the creature’s design. “You see, this thing is made to eat Pyronites for lunch.”

“SO I’m not going near it…” Alan said with a cringe as Patelliday nods in agreement.

“Yeah. And that creature that attacked in Undertown is a Buglizard, the predator of Lepidopterra, Stinkfly’s species.” Patelliday explained further as it showed Buglizard.

“And then there’s the Slamworms, the predators of Talpaedan, or Armordrillo.” Copper said, showing the worm-like beast from earlier that day.

“And the Mucilator, the gray thing with the goo sacks, is the predator of the Locuai, aka Crashhopper.” Manny, seeing the other creatures as he read them over with a frown, “And then there’s the Terroranchula, some sort of predatory creature for some small bug alien.”

“And many others likely on that knock off Omnitrix.” Ben said with a sigh, looking at his phone as he groaned. “Ah man, how am I gonna explain this to my folks? Or to anyone really?”

“You mean that someone decided to make the ultimate anti-Omnitrix?” Helen asked as she sighs. “I’m not sure…but you got us. We’ll back you up.”

“Plus we were able to make it run off, so that proves we can scare it off.” Alan said with a smirk.

“Yeah, just be glad we made sure to get Animo a better cell. We won’t have to worry about him for awhile.” Manny smirked as he looks up towards the other cells.

“True…but I am wondering what Julie is getting into on her trip. Hope she and her classmates are OK.” Ben said, looking up. The others looked at each other with concern, also curious on how their friend is doing.

In the upper floor, Animo sewed up a stitched up animal as he says, “This is only a set back, my old friend…soon we will have our revenge.”

“Yes, sir…” Said Clancy with a faint smirk, insect all over his cell as both gave dark chuckles.

End of Episode 6 

Well, that was an easy one to do. Pretty simple way to deal with this. And yes, I did give Crashhopper a more insect-like appearance. I just felt giving him more aesthetically insect appearance would be a better design than what he got. And also renamed Rocks from the Ben 10 play to ‘Quartzmain’ as a way to give him a better name. Sorry, but ‘Rocks’ is a lame name. Hope I did good on this and please let me know what you think. Please Read, Review and Suggest away!


	7. Into the Wild

**Summary for the Chapter:**

> while working on a training mission with Tetrax and her class, Julie's pet Ship is taken by a well-meaning but idiotic Alien activist named Pax and his followers, who wishes to free Ship to the wild. So Julie and her class have to get ship back, but in the process, discover an Animal poacher whom gets a profit from selling alien Animals to the highest bidder. so they have to get Ship back from Pax while also stopping the criminal from getting away with his shipment.

OK, here’s the next episode a Ben 10 Guardians, this time with the big one based more around the Plumbers than Ben. Hope you guys enjoy it, and you all know I only own my own OCs, not the characters Man of Action or Cartoon Network owns. Enjoy everyone.

Into the Wild 

(Space in a deeper part of the Milky Way. August 21st, 13:04)

Julie sat in a passenger seat, sighing a bit as she waited in the white ship. The ship had long benches filled with some students with Tetrax and Hulka at the front, with Tetrax standing by a large orange goo-like alien with yellow eyes and two long tentacles, looking back.

“OK students, this is your pilot Gluto. We are heading for Terradino for your little field trip.” The slime creature said, turning around on what looked like a robotic body with four short legs and a pair of robotic arms and a voice box.

“So lets do role call of this group.” Tetrax said as Hulka came up and looks at the group calmly.

“Attention!” All the students in the ship, 6 in all, all stood up at that as Hulka moved to the front row and looked to his left to a green-skinned humanoid with shaggy Mohawk-styled black hair, pitch-black eyes the size of tennis balls, wearing a red Plumber Uniform, showing he’s part of Alpha Squad. “Alright names and species.’

“I’m agent Tack, sir. I am a Terrestrial, sir.” He said, his neck stretching a bit to look tougher as Hulka nods.

"Good on you, boy. Good to have you aboard." Hulka said as he walked to the next person who was up; He was a Highbreed, a large humanoid with layered skin and four large eyes on his chest, three fingered hands and two toed feet and four eyes on his spiked head, which was on a fleshy area, . This particular Highbreed had dark yellow-orange skin with dark gray hands and feet, and the eyes were a teal color and wearing a Plumber uniform collar and belt with a gun holster and standing closer to 7'01 than the much larger members of his species.

“I am Adolherd, eighth son of the Noble Highbreed House of Deralla, direct descendant of the Pure Blooded High Order of Rarsect. Younger brother of the Highbreed supreme, Reinassic III.” Adolherd said, as Hulka gave him a frown.

“Did I ask for your life story, boy? But it’s good to see you Highbreed on good terms. Hopefully your experience can help these others get into shape.” Hulka said as he moved on, Adolherd giving a faint growl.

Hulka paused as he looked at Julie and Ship, as Julie cleared her throat. “I’m Julie Yamamoto, sir. I’m a human. And this is my pet Ship, a Galvanic Mechamorph.”

“Ship-ship.” Ship said as Hulka nods, his gaze still calm.

“Alright, good on you. Heard you are doing good on your classes.” Hulka nods as he moved to the seat across from her, where a blonde haired girl smiled up at him, her eyes a blue-violet color and two whisker-like marks on each cheek, and a Cheshire cat-like smile on her face as she wore a casual black tank top with a white star on it and a pair of jeans, along with white tennis shoes. “Where’s your uniform, cadet?”

“…Whoopsies, I forgot to change. One sec.” Said the girl as she concentrates as her clothes suddenly shifts into a dark purple slime, turning into the white and black armor of the plumbers. “Ta-da!”

“A Sludgepuppy, eh? Well, this is getting more interesting.” Hulka asked, as he asks, “And you are?”

“Lucy Mann, sir. I’m the cousin of Camille Tennyson, wife of Joel Tennyson. You know, Max’s nephew?” Lucy said with a grin as Hulka gave an ‘aah’ tone.

“Ah right, the one that helped with the Sludgepuppy/human alliance, right? I remember that. Heh, good to see you want to help keep the good terms, Miss Mann.” Hulka said as he says, “Though would you prefer me to call you a ‘Lenopan’?”

“Eh, I’m fine. Some people don’t like it, but it’s mostly slang, not a slur like some over-sensitive folks see it.” Lucy said sheepishly as Hulka nods at this, as he walked back up to the front.

“Well, the 7 of us are gonna go on this mission. Tack here is one of the Alpha Squad and will help us with this. Gluto will come with us but will have the ship’s security on standby. He will be our technical support. The rest of you are here because you had the highest marks in the academy.” Hulka explained as Julie, Adolherd and Lucy nod, Ship beeping a bit.

“We are now coming into Terradino, sir.” Gluto said as the ship went into the tropical jungle planet, which appeared to be full of lush greens and prehistoric, very large plants.

“OK…this place makes me feel like someone fused that movie with the dinosaurs with the movie about the guy and the shrink ray…what were those again?” Lucy asked, trying to remember.

“is this really a good time to talk about cinema?” Adolherd asked in a flat tone as he exited the ship once it landed, looking around calmly as Gluto looked around, pressing some buttons on an analysis device.

Ship hopped ahead, sniffing around as his tail wagged in the air, sniffing around all over as he stopped when he noticed an odd-looking fruit on the ground. He hopped over curiously. “Ship, don’t go near odd plants.” Julie said, going over to see where he was.

Julie picked him up, petting his head at this, unaware of a pair of yellow eyes watching from above, which vanished in a blur.

Lucy looked around as she fanned herself. “OK, tropical and wet. Yep, this is a dinosaur-like planet.”

“Ugh…to warm for my liking.” Adolherd said in annoyance as he fanned himself a bit. Ship yipped, making Adolherd ‘frown’ a bit as he asks, “Can you reel in your hound?”

“Hey, he’s just curious.” Julie said with a chuckle as the sound of a growl is heard as the group went wide eyed.

“…Please tell me that someone forgot to have breakfast…” Guido said nervously as the group slowly turned behind them to see a large creature glaring down at them. It was a large, Panther-sized creature with a reptilian appearance with four razor sharp canines coming out of it’s mouth, dark blue reptilian-like cat eyes, and it’s body covered with dark orange scales with black, gray and white stripes on it’s body. It came out a screech.

“It’s a Pantherex. Move!” Tetrax said as the group made a hustle, Julie keeping Ship close as Guido tried to run.

“Ugh! Why did I build this stupid thing with short legs!?” He asked in annoyance. Adolherd picked him up as he ran, making the slime alien yell out.

“You will thank me later.” Adolherd said flatly as Lucy noticed a wire ahead.

“Everyone, jump when I say too…now!” Lucy said as the group all jumped at this as the Panthrex stepped on the wire, as the sound of clicking is heard as a large metal cage went around it, making it raor out in anger.

“OK…too close…” Tetrax panted as Tack noticed the cage.

“What the?” Tack asked, walking over with concern as a blue blur suddenly appeared, making everyone yell out as Ship made a yelping sound as, after the blur came, Ship was gone.

“Wha-Ship!” Julie yelled out in shock as everyone looked surprised. Hulka frowned as he got his gun out, looking around.

“What is the meaning of this?” Tetrax demanded as Adolherd looked and saw that some plants got bent up.

“The thief went that way! Come on!” Adolherd said as he took off after the blur.

“Strange traps, dangerous environment and now dog snatching? What’s next?” Hulka muttered as the group came across a cave.

“…I’ve been with Ben enough times to know that there will be an ambush right about now…” Julie said as a hissing sound is heard. “What did I tell you?”

“What are you doing here?” Asked the voice as they looked up to a high branch to see something glaring down at them. The creature in question had the appearance of a golden-yellow bipedal reptile with a noticeable snout, standing at about 7 feet tall, and wearing a simple black tank top and blue pants, a bandana wrapped around his head.

“I would like to ask you the same question…who are you?” Tetrax asked as he saw more people coming in, glaring at them.

“I am Gorn, a Golden Komododoran. And you are in the WRONG place.” Gorn growled as a few tentacles suddenly came out and grabbed them, lifting them up.

“I am usually a peaceful guy…but I do NOT like those who will take away another creature’s freedom.” A creature said as a humanoid creature that looked like a collection of dark green vines and plants came out, his head appearing to be inbetween a giant venus flytrap and large seeds on his back.

“Who are you all?” Julie asked as the group all walked up.

“I’m Pax, the leader of the Alien Freedom Rights Activists. This is Gorn, he’s our techy expert. Then there’s Kath, Jumba and Minta.” He motions to a feminine version of Fasttrack, a large elephant-like humanoid and a large insect with four spider-like legs, clawed hands and large wings on his back.

“And we’re here to stop the poaching that is going on here.” Minta said with a scowl.

“I saw you guys lead that defenseless creature into that trap.” Kath said as Lucy mouthed ‘defenseless?’

“That creature nearly killed us! I would hardly call it ‘defenseless’!” Adolherd said in annoyance.

“Yeah, if you hadn’t noticed, we were the ones RUNNING from it.” Said Julie as she tried to move a bit. “And where did you take Ship?”

“We are gonna return him to his real home, away from you jailers.” Said Pax with a scowl.

“You’re gonna take him back to Galvin B?” Julie asked as Lucy scowled.

“Look, we’re NOT poachers. We’re Plumbers. We’re just here to take a class trip.” Said Lucy as Jumba just snorted a bit from his trunk.

“Likely story.” Said Jumba with a scowl as Hulka glare down.

“I am Mageter Hulka of the Milky way Galaxy. If you do not let us go right now, I will put you all under arrest for putting an ambush on plumber officers.” Hulka said as Pax blinked as he took out a monicle and put it over his single eye and blinked.

“…Oh, you are him…” He said sheepishly as he dropped them, making them all yell out as they fell. “Sorry.”

“if you are not poachers, then help us stop them.’ Said Jumba with a grunt.

“They’re near by in a camp over yonder.” Said Kath as she gave a smile. “If you do, we’d really appreciate it.”

“Hmm…Poaching of rare animals IS a big crime…fine. BUT you better stay out of our way, got it?” Hulka said as the group nods as he looks at his students. “Change of plans, kids. Time for you all to get your first real taste of the field.”

“Yes sir!” the group said at once as Adolherd looked at Julie.

“What about her? Wouldn’t she be dead weight?” Adolherd asked as Julie glared at this.

“What’s THAT supposed to mean?” Julie asked, glaring at the taller alien, who just scoffed.

“You are just a small human without that creature to back you up. And I doubt they are willing to give him back yet.” Adolherd said as Julie’s glare only deepened.

“Hey, I’m not a one-trick pony. Max trained me too, same with Gwen and Ben.” Julie said, crossing her arms.

“Look, argue later! We have to help those innocent cratures before they’re hurt.” Said Minta, the insect-like alien, as he walked over.

“We’ll take you to their ship. It’s over the river.” Pax said as he infused to a near by tree as the Plumbers just nod. They all followed after the activists as Hulka gave them a frown.

“Just so you know; If you are just getting us involved in some sort of nonsense, you are gonna be arrested.” Hulka warned as the group nods at this.

Julie had a worried look as she noticed Jumba stayed behind. “I’ll keep an eye on that small creature!” The elephant said as Gorn nods as he climbed into a tree and began to swing off.

“Komodogons, especially the golden ones, are extremely agile creatures.” Pax explained as Julie and Lucy gave an ‘Aah’ at this as Adolherd just rolled his multiple eyes.

(Later…)

(At a camp. August 21st, 16:04)

The two groups walked upon a large camp site with many aliens dressed in space suits were working in loading the animals onto a large space craft, as a man with red hair with some gray in it was leading people along, wearing a space suit as he walked out of what looked like a large, two-legged walker machine with small barrels on the front.

“OK people, keep it moving.” He said, motioning them along as Julie watched with binoculars.

“Wait…those are aliens…but there’s a human in charge?” Julie asked as Adolherd used his own to look with a faint growl.

“Hmph…it seems that connection to aliens has given THIS man more uses…who is he?” Adolherd asked as Lucy got out a device and began to type.

“I’ll look through data files…lets see…” Lucy said as she looked through it and looked at the man’s face again. “I think I found him; Jonah Melville. He’s a guy who Ben went up against once. But he hasn’t seen him since then.”

“Seems somehow someone got a hold of him…but why?” Julie asked as Lucy smirked as she began to melt.

“I’ll take a look. You guys stay here.” Lucy said as Hulka nods, watching her melting into a purple slime and slicking away.

“Good initative.” He said as Tetrax looked at Adolherd.

“Adolherd, you take to the air and keep out of sight. Julie, you’re with Tack. Hulka, the Activists and I will flank you.” Tetrax said as he got out a hover board. ‘this will be just in case you need it.” He tossed it to her, with Julie catching it with ease. Julie nods as she pats her side.

“Don’t worry, Tetrax. Even without Ship, I got that sword I took from the Contemelia ship. I think that’ll help.” She said as Tetrax nods as she and Tack took off as Tetrax motioned the others along, as they nod.

At the camp, a large alien was looking around…before a bonk on the head inssued, knocking him out as Lucy giggled. “Gotcha.” She said as she dragged him away before her body turned purple before she shifted into an exact duplicate of the man in front of her, smirking a bit as she walked ahead.

She looked around as she saw Jonah talking with something on his shoulder. “Alright Skurd, what do you want now?”

“Do not talk to me like that, Mr. Melville. Do not forget; if not for my associates and I, you would be rotting in a cage. We knew someone of your expertise will be a great aid, especially with your trap-making skills.” Said the familiar green slimeball.

“Heh, fair enough. And in return for those alien crystals you give me for payment, you want is…what again? DNA?” asked Jonah as Skurd nods.

“Of course, my good man. DNA is what we need. And in THIS case, I need something that can take on a Vaxasaurian. Or as that Tennyson boy calls it…Humongasaur.” Skurd said, Lucy’s eyes widening in shock.

‘He wants something that can take on Humongasaur? But that’s one of Ben’s strongest aliens. What can beat that?’ Lucy thought, confused as Jonah chuckled.

“Heh, one of the locals we talked too told us about THIS beauty.” Jonah said as he walked to a large cage where a thunderous roar is heard. Unknown to them, Adolherd landed on a near-by tall tree and saw this.

“What in the world is that?” Adolherd asked as Julie and Tack hid behind some crates to look at this, Tetrax and the others going by an area behind the camp as Tetrax fired some crystals, taking out the wheeled vehicles’ tires.

“Say hello to the all powerful…Decasauran Rex.’ He said as he pressed a button to reveal what was behind the glass as Skurd blinked.

“Dear me…” He said as he looked up to a towering creature, at about 40 feet tall, reptilian beast with an expskeleton covering it’s body that had it segmented parts that were dark gray on the back and purple on the belly area with six short arms and four large, muscular legs, all with red claws on them. It’s head appeared to be skull-like with a large nostrol and a large, curved horn on it’s forehead and large, dark red reptilian eyes.

“THAT looks powerful…” said Julie with shock as Tack gulped a bit at the sight of it.

“This creature is said to be more powerful in strength than a Vaxsaurian and faster than a Nebuflyer in the air. You know of the Nebudactyl, right?” Asked Jonah as Skurd nods.

“Yes, of course. The other major species on this planet; a powerful flying creature that can use star energy from the crystals on it’s body. I am well aware.” Said Skurd with a nod.

(AN: Before anyone asks, the Nebuflyer is my name for Astrodactyl’s species ^^;)

“It’s said that they can shoot out a powerful silk that is unbreakable to a Vaxuarian and resistant to energy attacks. The more you push on it, it gets harder.” Jonah explained as he shrugs. “At least from what I heard.”

‘Perfect.” Said Skurd with a nod as he hopped down and went into a small air opening in the cage and latched on. It then began to glow, as if collecting something as Julie frowned as she got her gun out and nods to Tack, who nods back.

“Hey boss, I gotta question for ya.” Said Lucy as she walked up, in her disguise as Jonah sighed.

“Yeah, what is it?” asked Jonah flatly as he saw the alien just looked around.

‘Uh, I kinda forgot my keys for the ship. Think you can help me out?” He asked as Jonah just sighed.

“I swear, you’re hopeless, Argus…” said Jonah as he walked ahead, ‘Argus’ following as Tack looked at the animals.

“Should we get them out NOW or wait until there’s no people?” asked Tack as Julie got her sword out.

“Take out the bad guys and get them out. Then let the activists release them.” Julie said as Tack nods.

“But Tetrax would like have taken out their vehicles.” Tack reminded her as Julie looked around and saw a lot of empty traps and got an idea.

“Maybe instead…we give them a taste of their own medicine.” Julie said as Tack nods as the two went off to get some traps set up as ‘Argus’ lead Jonah away, making him unaware of Julie sending a message to Tetrax via her badge, who nods.

“OK, Julie has a plan…” Said Tetrax as Adolherd got the plan and nods.

“Peh…she is lucky she is also a cadet…may as well see if this plan works.” He said as he flew down via his wings before landing behind a cage and saw a near-by trap and got an idea. He got it and opned it up and went away, as a man walked by.

“Huh? Who put this here?” He asked before he yelled out as something hit him, the trap closing around him as he looked surprised as he saw Adolherd just nod to him as his claws re-grew as they had shatter from the hit.

The other men heard this and went to check it out, but one got kicked in the side by Julie as the other got head butted by Tack via extending his neck, knocking them into some empty cages that were near by as Julie smirked.

“wait, what’s going on?” Jonah asked in surprise as ‘Argus’ smirked as he suddenly began to melt, making Jonah cry out in shock as he saw his employee being replaced by a large, purple and pink mass of mud-like material with long whiskers and large, pink eyes as she roared down.

“Psyche.” She said with a smirk before smacking Jonah away, making him yell out as Skurd began to crawl out of the cage.

“This is my cue to leave.” He said, slinking away thanks ot his small size as Jonah glared, getting his blaster out.

“What are you doing here?” Jonah asked as the blaster got hit by a few crystals as he saw Tetrax arrive. “Wha-wait, you’re that kid! Ben 10! That little brat that stopped me from getting the Kraken!”

“not quite. So tell me…why are you doing poaching alien animals?” asked Tetrax as Jonah glared.

“I found out that there were aliens living on Earth so I decided to change up my routine a bit…I could easily sell those space rocks that are given to me for these animals. And it’s not like I am not prepared.” He said as he backed up onto a battle suit, which he had set up.

“What is that?” Asked Julie, surprised as Tetrax glared.

“How do you think I can hunt these dangerous animals without proper protection? I don’t have any powers, after all.” He said as his suit’s legs moved forward, slamming down as the ground shook from the force of it.

“ah man…” Said Julie as she got the hover board out and flew off. “I got a plan, keep a id on him!”

Understood.” Said Hulka as he says, “Open fire!” He began to fire with Tack as Adolherd and Tetrax fired spikes at it, the attacks knocking it back as the robot’s guns aimed down.

“Eat this, you little freaks!” Said Jonah as he opened fire, but a few pods were thrown and caused the turrents to explode on contact.

“Sweet! Nice throw, Gorn!” Said Pax as the other Activists smirked as Gorn took another seed from pAx’s back via his tail and threw it again, making it explode on contact.

“Good interference.” Said Hulka with a nod as he saw some of the remaining hench men arriving. “Everyone, get ready!”

“I got them!” said Guido as his tentacles went out and grabbed two of them and threw them in a cage, locking them up as Adolherd, Hulka and Lucy attacked at once as Tack looked around.

“Where’s Julie at?” asked Tack as he saw Julie flying in via her new Hoverboard and slashed through the walker’s legs with her sword, causing it to topple over, making him yell out as she landed, smirking at this.

“Hey Lucy? Think you can open the cages?” Julie asked with a smirk as Lucy nods as she slicked away to a large computer and pressed some buttons before pulling a lever, causing the cages to open, causing many of them to growl in anger at the men who were tisll out as Jonah came out and screamed as the various animals chased them away.

“Heh…that wasn’t worth the effort we had to put into that.” Adolherd said with a growl.

“I’ll have the Vaxasauran police get them for us. Good work, team.” Hulka said as everyone nods as Julie landed and gave the hoverboard to Tetrax, who nods.

“Good use of your training, cadet. Looks like your experience has gotten some good use.” Said Tetrax as Julie gave a smile as Adolherd just grunts.

“Not bad…Miss Yamamoto.” Adolherd said, giving her a small nod as he says, “Come on, lets leave before those things decide to eat us next.” Everyone all nods in agreement at this.

(Later…at the ship)

Gulto and Gorn both nod as they gave a thumbs up to the others, showing the ship was ready to go as Kath had Ship in her arms, as Julie took him back. “Thanks.” Said Julie, hugging Ship tight, who gave out happy sounds now that he was back with Julie.

“Hmm, what I don’t get is WHY he would rather be with her than be freed…” Said Pax, now confused as Adolherd rolled his eyes again.

“She takes care of it, she feeds it, she makes sure it is healthy. Why wouldn’t it be happy with her?” Adolherd asked in a flat tone as Pax thought it over.

“OOH, now I get it! It’s…her son, isn’t it?” Pax asked, making everyone stare at him oddly, as Tack dropped his data pad he was writing his report in from the shock of that ridiculous question. “Not by birth obviously, but I don’t judge adoptions.”

“IS HE FOR REAL!?” All the present plumbers asked with flabbergasted expressions as the other Activists just nod, all of them embarrassed as Pax nods.

“Sorry for taking your son away, miss Yamamoto. I didn’t realize our mistake.” Pax said as Julie just gave him an odd look.

Unknown to them, Skurd was watching from afar as he was on what looked like ap hone. “Yes, I got the DNA Khyber, just get my payment ready…also, just so you know, you MAY have to deal with a pain in the neck Flourana while you are on earth…and this one seems to be a real ignoramus.”

Julie just sighed at this, rubbing her head as Lucy giggled, “Man, I bet you can’t wait to tell Ben about this, huh?”

“Yeah…though we MAY have to deal with these guys in the future since we’re taking them to Earth with us…” Julie sighed as everyone went onto the ship, unaware that Skurd hitched a ride on top, chuckling deviously.

End of Episode 7

Man, ordinal Ben 10 stuff is hard without Ben in it. Ah well, this is just the first of the other ‘Solo’ episodes for ‘Team Tennyson’ in this take of the universe. Next is the usual type of adventures you come to expect from Ben 10. Please let me know what you think and Read, Review and Suggest away!


	8. A Whole Helix of Pain

**Summary for the Chapter:**

> After hearing about an incident involving a creature known as Malware, julie, Rook and the Plumbers Helpers go to Max to find out who Malware is and where he came from. Max then goes into the back story for one of the most feared criminals in the Plumbers database.

OK, here’s the next episode. I hope you enjoy it and as you know, I do not own Ben 10, which belongs to Man of Action. Enjoy this take of Malware’s back-story.

A Whole Helix of Pain

(Bellwood. Plumber HQ. August 29th, 12:34)

Ben was bored, looking over some calculus as he groaned. “OK brain…a little rest will do…” He then snored a bit as he dozed off, before groaning a bit.

“Ben?” Julie asked as she came in and saw this, rolling her eyes. “Ugh, Ben, how many times did I tell you not to…Ben?” She then noticed he turned over a bit, groaning more.

“Ugh…Mal…ware…” He groaned, as Julie looked confused at this.

‘Malware?’ Julie thought as Rook walked in with his own bag, looking at the scene with confusion.

“What is going on?” Rook asked as Julie groaned as Ben suddenly screamed out, shocking them both.

“GET AWAY!” He said as he woke up with a start, panting a bit as he saw them. “Uh…you…saw that?”

“Yeah…you OK?” asked Julie, now concerned as Ben sighed, rubbing his head.

“Yeah…yeah…just a little nightmare, that’s all.” Ben said with a nervous chuckle. “I…gotta go get some air.” He walked by, as the two looked at each other with concern.

“Think there is something up?” Julie asked as Rook nods, frowning a bit. “OK…he said something about ‘Malware’, you ever hear of him?” Julie looked at Rook at this, who just shrugs.

“Maybe Magister Tennyson knows?” Rook asked as Julie nods, the two heading off as they passed a training area, where they heard explosions.

“Dang it, Blukic. This blaster doesn’t work. You set it to ‘stun’ we get the blasters. When it’s on ‘Blast’, we get a low battery warning!” Driba said as they saw Ben was training as a humanoid being made of a dark violet crystal with dark red-violet spiked crystals coming out of his back and a horn-like crystal out of his forehead, a yellow-green eye shining with the Omnitrix symbol on his chest and wearing a simple black and white gi-like outfit.

“The knob is upside down.” Blukic said as Chromastone rolled his eye at this as Rook and Julie went on ahead, unaware of a figure sneaking around the corner.

In the main kitchen, Max was cooking up something as the Plumber helpers were relaxing; Alan was reading a book about cars, Helen and Cooper were tinkering with some sort of desk while Manny was working out with a dumbbell he brought with.

“Hey Mr. Tennyson, think you can ask you something?” Julie asked as Max shrugs as he continued to cook.

“What’s up, you two?” Max asked as Rook cleared his throat, making sure he was sure about asking.

“Do you know…about someone called ‘Malware’?” Rook asked as the figure, Khyber, heard this and snuck ahead, a smirk on his face as he knew this would be a good distraction as he went into a near-by console and began to type away, getting into the files.

Max’s response, meanwhile, was of shock as he looked up as a frown formed. “…Where did you hear about that name?” He asked, his tone low as Rook and the others looked concerned.

Julie, gulping a bit, says, “Rook and I, uh…kind of overheard a nightmare Ben was having. We’re just concerned is all.” Max cooled a bit as he sighed a bit, sitting down as he turned off the oven.

“Well, the food is done anyway. Sit down, I’ll tell you about him…well, what I can anyway. When Ben is ready, he’ll tell you the rest…but I can tell you when we first met him.” Max said as he looked up calmly. “It was about 5 years ago…”

5 years ago…

(Galvan Prime. November 4th, 10:20)

At the highly advanced planet, Azmuth, a short, wrinkled Galvan with long whiskers, was working on something with a younger Galvan, who wore a simple white and black outfit of his own, and a large female squid-humanoid wearing red armor.

“Azmuth!” Max said as he came inside, looking down at them. “I need to talk with you.”

“Come back at a later time, Mr. Tennyson.” Azmuth said, not even looking up as the younger Galvan glared at the taller human.

“Indeed. Now leave, human.” He said as Max got down to their level, making him back up a bit.

“I’ve made appointments but you keep holding off. We need to talk about the Omnitrix, now.” Max said as a zooming sound is heard, making him groan a bit as a white, black and blue blur came by. “Gwen, I told you two to stay in the Skipper.”

“I know.” A young female voice as Gwen came in, but MUCH younger. At 11, she wore a simple blue t-shirt with a dark blue cat on the front, a pair of white pants and a pair of tennis shoes as XLR8-a blue raptor-like alien with a black and white jumpsuit-came out, looking around with glee. “But he wanted to see the lab.”

“What the-BEN! Don’t touch that!” the female squid woman said in annoyance as she came over, grabbing him with a glare.

“Heh…sorry Myaxx.” XLR8 said sheepishly as Azmuth sighed, muttering something about ‘minor annoyances’ as he came up and began to mess with the symbol on his chest.

“This is what you waste my time on, Tennysons?” Azmuth asked as he says, “I have an important project to be working on and you are making me waste time with this.”

“I couldn’t sleep for a month.” Max said in annoyance as a beep sound is heard as XLR8 glowed red.

In his place now was a 11 year old Ben wearing a simple white T-shirt with a black stripe going down the middle attached to a black collar near the neck area, dark green khakis and a pair of black and white shoes, a thick watch-like device on his wrist.

Ben gave a sheepish smile as he says, “Sorry Azmuth. It just started acting out.” As Gwen just rolled her eyes.

“Yeah right, Doofus. Just be happy that it got fixed…though it was an improvement.” Gwen smirked as Ben gave her the stink eye at that comment.

“Kids. Go to the other room, I need to ask Azmuth something. Gwen, you’re in charge.” Max said as Gwen grinned.

“Score!” Said Gwen as she moved Ben along, who just groaned a bit as Azmuth frowned a bit.

“Myaxx, you go keep an eye on them.” Azmuth said as Myaxx just rolled her eyes but went after the two kids anyway as Azmuth looked up at Max curiously.

(Outside. Galvan Pond lakes, 10:29)

A Galvan in dark green armor was on patrol at this time, looking around before he heard something and pointed a gun into the bushes of a near-by pond. “Who goes there?” He asked as a groaning sound is heard.

“Ugh…s-SO…you want to…at-AT-attack me?” A faint voice asked, his voice file sounding glitched as a yellow glow came from the bush as a thin figure began to come out, growling out.

“it-it’s you! The Sub-species! Get back!” The Galvan said in panic as the creature grabbed him with a vice grip, hissing as his messed up eye glared down as his armor began to fall apart, as it began to glow into the black force that grabbed him..

“I AM N-NOT A SUB-SPECIES!” He roared in anger as he threw the Galvan aside, his armor now ashen and broken, before wings grew on his back and flew forward, roaring out. “AZMUTH!!!!”

(Back at Azmuth’s place 10:50)

“And that is what going on.” Azmuth said, working on what looked like a little pyramid as Max nods, understanding as the sound of explosions are heard as he saw a creature clawing through near-by buildings, roaring out as he landed in front of the building.

“I take it that’s your guest?” Max asked as Azmuth frowned, not liking this.

“AZMUTH!!!” the creature roared out as Ben and Gwen looked up from the other room, as Ben got his Omnitrix out.

“Wait, Ben, don’t!” Myaxx said as Ben just smirked as he got the Omnitrix ready.

“Sorry, but it’s HERO TIME!” Said Ben as he slammed down as a he was then replaced with a thin-but-muscular humanoid with a yellow-green cycloptic eye with a dark pupil, sharp teeth, long antenna-like extensions out of his head with pointed ends to them that look similar to cables on his head, metallic circular fingers, two-toed feet and a long tail, wearing what looked like a black jumpsuit as he gave a smirk.

“Ugh…Feedback? Seriously Ben?” Gwen asked with an eyeroll as she says, “You had that thing for a couple months and yet you’ve turned into that thing about 100 times…a week!”

“What can I say, dweeb? This alien is really cool.” Feedback said with a smirk as he jumped down from the window, a smirk never leaving his face as he landed, glaring up at the creature, who hissed at him, making him go wide eyed. “Whoa…dude, I think you need to eat something.”

That wasn’t an exaggeration on his part as before him was a Black and yellow Galvanic Mechamorph with a body akin to a robotic skeleton, with the markings making the look of a skeleton and looking very, very thin. He hissed as he says, “Co-CON-Conductoid? Here? Yo-You must be Be-BEN-Ben 10..”

“Yeah…you ok, guy? You kind of stuttered there.” Feedback said, noticing the tone he used as the creature just roared as he charged towards him, smacking Feedback aside as he glared, his eye narrowing.

“OK pal, lets see you try this.” He said as his antenna stuck itself into a near-by building as energy began to seep into him, making his pupil go from black to bright blue from the charge as he smirked as he shot a blast of energy forward, making the Mechamorph go back a bit, roaring out

”U-UGH…” He groaned aloud as his eye narrowed faintly, hissing a bit as the monstrous Mechamorph’s hands extended into what looked like a power tool, making Feedback go wide eyed in shock.

“OK, that’s not good.” Feedback said as he saw him run forward, making Feedback get slashed, making him yell out as he gripped his shoulder before his chest was grabbed, a yellow glow coming from the creature’s hand as the Omnitrix time out, making Ben get sent down.

“Ugh…Whoa!” Ben said as he rolled out of the way of the creature’s saw, who roared out as he glared at Ben who was fiddling with the Omnitrix. “Come on, Diamond head!” He then glowed as he turned into a muscular humanoid similar to Manny but with small tusks on his lower and upper jaw and yellow-green eyes and a white and black jumpsuit.

“…OK, Four-Arms will do.” Four Arms said with a smirk as he ran forward smashing his face into the creature’s face, making it yell out before he glared, slashing at Ben’s chest, which cut through his shirt but luckily not through his thick skin. “OK, that’s too close.”

“No-Not as close as th-th-THIS!” the monster growled as he grabbed Fourarms by the neck, making him cringe out in pain as energy was put into him, making Fourarms yell out in pain as he was thrown into the building, as everyone moved aside as they saw the 6 foot Tetramand get thrown into the window, making him smash through some equipment as he groaned.

“Ben!” Max and Gwen yelled out as they went after him as Fourarms groaned.

“I got it…really…” Four-arms groaned as he turned back into Ben, who groaned a bit as the monster came crawling up, glaring at the collection of people.

“AZMUTH!” He roared as he came in, glaring at them. “Whe-where is my up-up-UPGRADE Azmuth?”

“Malware, I need more time. Please.” Azmuth said, trying to sound calm for the creature who just roared out, smashing a near by table in anger.

“No! N-NO MORE! Y-You have had en-enough t-time! I-I wa-ant my upgrades N-NOW Azmuth!” The creature, apparently Malware, demanded in his glitched tone as the younger Galvan just chuckled a bit as Azmuth gave him a look.

“Please. The First thinker has more important things to do than help you, monster. The Secondary Helix is here, but Azmuth would need more time to work on it. In fact, that is why I was asked to help him.” He said, as Malware looked at the device as his eye glowed a bit.

“Gi-GIVE IT TO ME!” He demanded as Azmuth frowned, shaking his head.

“I cannot do that Malware. It is incomplete.” Azmuth said solemnly as Malware just growled in anger as he roared out, Ben looking at the monstrous being with some fear.

“No-Nothing but e-e-EXCUSES!!!! YOU!” Malware said as he grabbed the younger Galvan before picking up the device, that looked akin to a small pyramid, with him as wings came out. “Y-You are coming wi-with m-m-ME.” He took the young Galvan with him as Azmuth gave a frown.

“…Friend of yours?” asked Ben in concern, rubbing his head as Azmuth sighed, his eyes downcast with a look of guilt.

“More than that…you could say he’s my…’son’ if you would.” Azmuth said as he motioned them along, leading them down a corridor as he, Myaxx and the Tennysons went to a ship.

“You see, many years ago, about…200 earth years you could say, Azmuth and I went to a planet called Galvan B, the moon of this planet.” Myaxx explained as Ben gave her an odd look.

“Wait, you’re over 200? Man, how old are you?” Asked Ben in shock as Myaxx gave a glare at that.

“I am well over that, so she is still quite young.” Azmuth said as Myaxx just smirked at this, as Azmuth gave a sigh. “Anyway, we went to Galvan B and started a planet-wide experiment. The lack of atmosphere and no sentient life made it ideal. Anyway, we created an artificial environment from scratch using a new machine I called the ‘Evolutionary Helix’. But…something interesting happened.”

“When it was activated, life was almost instantaneous. We created a breathable atmosphere, plants and many things that come with an inhabitable planet. But something odd happened: We created Life, a fully sentient species. They were like children at first, but the Galvan taught them many things and in within days, they created a civilization.” Myaxx explained further as they went to the dock bay.

“It was a great success…and a terrible failure…you see, when I turned off the Helix to recharge a couple years ago, a new Mechamorph formed…he was incomplete. I wished to help him as I felt responsible for his creation and he saw me as a father-figure, so I tried to work on it. But then the brouhaha with Vilgax occurred and it made things more difficult.” Azmuth sighed as Ben looked at this.

“You wanted to HELP that thing?” Asked Ben in shock as Azmuth gave him a frown.

“I created him, did I not? I will have full responsibility.” Azmuth said as he motions everyone onto the ship as they all went onto the seat belts.”

“Where are we going?” Asked Gwen as Myaxx put on a code on the module as she looked at her.

“We’re going to Galvan B. That’s where Malware is. From there, we can help Azmuth’s student from his fate.” Myaxx said as the others nod as the ship went into hyper drive to get there quickly.

(20 minutes later)

(Galvan B. 11:31 Earth time)

the Ship landed as the group came off, as Gwen gave a horrified gasp at what she saw as Max was wide eyed, while Myaxx whispered, “By the Brightest star…” Around them were Galvanic Mechamorphs, all of them frozen and appeared to be shut down, ashen and gray like statues.

“Are they…?” Ben asked in concern as Azmuth checked and sighed in relief.

“it’s not too late to help them. Gwen, you and Myaxx must aid me in this. Max, you and Ben go on ahead.” Azmuth said as the other two women nod as they went to work as Ben, a scowl on his face, got his Omnitrix out.

“Ben, you can’t go in there half-cocked. We need a plan.” Said Max as Ben looked up, determined as he got an alien selected.

“I got a plan: HERO TIME!” He said as he slammed down as a glow came around him, turning him into a familiar inferno: Heatblast. He yelled out as he took a chunk of the ground with him and flew off, glaring ahead.

At a tower, the young Galvan was at work as Malware growled along as he says, “Fi-fi-Finish the He-he-HELIX, small one.”

“My name is Albedo, you oaf. And you’re just lucky that I’m as smart as Azmuth to get this infernal device working. So if you could calm down, I will get too it.” Albedo said flatly as he continued his work as Malware’s eye narrowed.

“Me-me-mention how smart you are again, and I-I will en-en-end you.” Malware said, his voice still faintly glitchy as he groaned a bit, as Albedo cringed at this.

“I gotta say, you got issues.” A voice said as Heatblast came in, his eyes narrowed as Malware hissed at him, angry that is here.

“Ge-GET OUT! This is my-my right! I deserve this upgrade!” Malware said as Heatblast upt his hands up.

“But Azmuth sai-“ Before Heatblast could finish, Malware blasted him, making him get sent into a wall as Malware advanced, glaring at him.

“B-Bah, Az-Az-Asmuth says a lot of things…but where is h-he now?” Malware asked as Heatblast groaned a bit as he got up.

“He’s outside coming here. He’s gonna fix up the other Mechamorphs before he gets here-“ He was then grabbed by an extended arm as he says, “OK, I think I said the wrong THIIIIIIING!” He said the last part when he was thrown across the room, as Malware jumped after him, grabbing him by the neck, unaffected by the heat.

“Of-of-OF COURSE HE IS! THEY WERE HIS PERFECT CREATIONS!” Malware roared in fury, both hands around Heatblast’s neck as he began to choke him, making Heatblast grip at his hands as he groaned a bit.

“I-I’m just warming up. Get it? Heatblast? Warm?” Heatblast weakly joked as he was getting choked as Malware’s hands turned into claws as he raised his hand, aiming right ofr his head when-

“GET AWAY FROM MY GRANDSON!” Malware turned and got a faceful of energy as he was sent flying by Max’s blaster, who was glaring as he was wearing a metallic arm cover and a scouter-like device over his eye, a high-tech blaster in hand.

Malware groaned as he rubbed his head as Heatblast charged forward, yelling out as he punched him in the face as Max went to Albedo, who was finishing up something. “I need to finish this uplink. If I don’t, then this place will come down on top of us…and destroy the moon while it’s at it.” He had a hidden smirk as he put a chip into it. ‘that should get rid of this piece of trash once and for all…’ he thought with a chuckle.

Albedo backed up as the helix glowed a dark red, as did the entire compound as Malware tussled with Heatblast still, as Heatblast whispered, “oh man…”

“At la-last! I’ll be cu-cu-CURED!” Malware said as he grabbed onto two poles and yelled out as he felt the energy go into him as Heatblast powered down into Ben, looking at this nervously.

Albedo smirked as he says, “Tricked ya, you oaf.” As the red energy went into Malware, making him scream out in pain as there was a bright flash of light as a large smoke cloud cmae into the area, a beam of light filling the sky.

Azmuth, after fixing a Mechamorph, frowned as he glared. “Albedo…” he whispered, angry.

Back inside, Ben smirked as he says, “Sweet, we took him out! As I thought, me plus Omnitrix means ultimate beat down.” Albedo gave him a scowl with his dark green eyes.

“Oh please, I was the one who defeated him, you simpleton. If I didn’t redirect the energy flow, this wouldn’t have happened.” Albedo said as Ben glared back down at him as a dark chuckle is heard.

“Well…this is an interesting development. Not only do I feel stronger…but I do feel like…I’m above the other Mechamorphs.” A dark voice said Albedo’s eyes shrank in horror as he saw something come out of the shadows, chuckling darkly.

Before them was a 6 foot tall Galvanic Mechamorph with dark red circuits all over him with a circular robotic eye that was glowing dark red and a much more muscular form with clawed hands and feet and a dark orange and yellow star under his eye, which was glowing.

“OK…so you’re now like the other Mechamorphs, you can go now.” Albedo said as Malware only chuckled, looking around calmly.

“I am nothing like them now…I am more than they are now. And now…now I shall become the strongest in the universe. Azmuth thought of me flawed…but in the end, I am the strongest there is. But my body isn’t 100% full…I think I know what can fix that.” Malware looked at Ben’s arm, who noticed hwere he was looking and glared.

“There is NO way I’m letting that happen, freak.” Ben said as he slammed down, making him glow and change into a humanoid, tan-yellow skin with lighter yellow skin on his chest and under arm area and feet, with a pair of black pants with white stripes on them. He also had multiple eyes covering all over his upper body except for his face, which was a fanged mouth and two very large bat-like ears.

“An Opticoid, hmm? Interesting choice…” Malware said as his arm extended as he took Max’s blaster as it fused into him. “But as you can see, not as impressive as me. The other Mechamorphs can update other’s tech…but it only makes me stronger.” Suddenly the jetpack he stole came out of his back, taking the form of jagged bat-wings as he flew forward, firing away as Eye-Guy fired back, the two clashing beams as Max and Albedo went to find cover.

Malware flew down as Eye-Guy jumped up with a roar, firing more lasers from two eyes on his palms, sending Malware down as he growled back. The two jumped at each other as they grappled, as he threw the multiple-eyed being into a wall, making him groan as Malware chuckled evilly as he aimed his cannon arm into the ceiling and fired, releasing a burst of energy as rubble fell on top of Eye-guy, who slammed down on his belt buckle, where the Omnitrix symbol was at, as Malware chuckled.

“It appears he has perished…” Malware chuckled as Max was standing there, enraged before the rubble shifted to reveal Diamondhead, who was smirking.

“Can’t count me out yet, Malware.” Diamondhead said as he ran forward with a yell, slamming his crystallized fist against Malware’s face, making him yell out at this as Diamondhead grabbed him and threw him at the helix, denting it a bit as he charged forward.

“Ugh…” Malware said as he grappled with Diamondhead, head butting him as he threw him at a wall, making him yell out as Malware flew forward, roaring out as he shoved Diamondhead into a wall as he gripped the Omnitrix symbol on his chest. “I shall take this…WHAT?!” He hten realized that the crystal was covering it as Diamondhead smirked.

“Take it you can’t absorb minerals, huh?” Diamondhead asked as he grabbed Malware’s torso, coating his body with crystal as he grunts, standing up as he lifted Malware over his head as Malware yelled out.

“This is not the end, Tennyson! When I get out of here, I shall have my-“ Malware was frozen in a crystal prison before he could finish as Diamondhead set him down, and then put his hand behind his ‘ear’ and leaned forward.

“I’m sorry, I didn't get that last part.” Diamondhead said as he turned back into Ben, who groaned a bit.

“You OK, sport?” Max asked in concern as Ben juts nods with a groan as Myaxx, Gwen and Azmuth arrived as the elder Galvan looked towards the frozen Malware as he looked down with sadness.

“I…apologize if you were harmed in anyway, Ben. Even if you annoy me to no end, you are just a child, just as Malware was.” Azmuth said as Ben looked at him.

“Think you can…you know…still fix him?” Ben asked as Azmuth sighed.

“I do not know…he will be sent to a place where he can do little harm while I fix the problems my…student has created.” He said, giving Albedo a frown, as he looked to the side at this. “We will bring you back to Galvan Prime to be sent home. Myaxx, take Malware.”

Myaxx nods as she picks up the red and black Mechamorph as they headed out, Gwen looked at Ben with concern before looking at Max, who just nods as they headed out.

(Present day)

(Bellwood. Plumber’s HQ dining area. August 29th 13:41)

“And that was that. Malware was sent somewhere while Azmuth tried to get it fixed. That was the first time we met Malware.” Max said with a sigh as he says, “And I am assuming some of you know who Albedo is?”

“That Ben clone, right? That Galvan who looks like Ben that tried to put that sleep-leech on him?” Asked Manny as Helen looked down at this.

“But why would he still have nightmares about him to this day? Was he that bad? I mean…a tech vampire is scary and all, but what makes him worse than anyone like, say, Aggregor or Vilgax?” Helen asked as Julie pet Ship, who was asleep at this time.

“Because lets just say he has a more…personal experience with Ben than I can tell you.” Max said as he got the bowls out and put the soup in.

“And what of Feedback? I never seen Ben use that transformation.” Rook said as Max paused as a sigh came out, looking to the side.

“It’s…not my place to say. That’s a tale Ben is to tell…when he’s ready.” Max said as Rook nods as they all looked concerned.

Outside, Khyber had overheard everything as he continued to hack into the files and nods. “That was…quite illuminating. Now…to copy Helix and ‘Ben Tennyson’ files…no secret will be safe now.” Khyber smirked, as only he knew something that was missing from their tale…something that was told to him many years ago.

5 Years ago…  
(Ship on route to a prison planet. November 4th, 18:04)

Two Galvan pilots were driving a large ship where the crystallized Malware was trapped until the door as it blew off, making them turn in shock as the guards were sent back by a dark purple pulse of lightning.

“You Galvan are quite clever…and I use the term loosely.” Said a sophisticated voice said as a purple blast sent the other Galvan into a wall, making them cry out in pain as they were on the ground, in pain as the sound of scattering feet went to the machine and blasted the crystal, shattering it as Malware panted.

“Who…who are you?” Malware asked as he looked in front of him and went wide eyed. “You…”

Standing before him was a 5 foot tall, large-headed crab with four, spidery legs, a dark blue shell with dark red stripes on his face, with his right claw being larger then his left one with a red stripe going onto his larger claw, and having violet eyes and feelers on his face in the form of a short mustache and what looks like a cybernetic trident attached to the base of his forehead.

“I, my boy, am Dr. Psychobos. And we have much to discuss.” Psychobos said as he put a claw out as Malware looked at him curiously.

End of Episode 8

Well, I hope you liked how I did this version of Trouble Helix. And yeah, I tried to make Malware a lot more ferocious in mindset as possible. Hope you liked it and please let me know what you think. Please Read, Review and Suggest away!


	9. Day In the Sun

**Summary for the Chapter:**

> During a break at the beach, Ben's team and the others are taking a temporary break when they meet up with a Pyronite criminal named Orianus who wishes to turn Earth into his new base for him and his gang, and their first order of business is that they get paid or else they start to burn Bellwood to the ground.

OK, here’s the next adventure in my Ben 10 fic. This time it involves the use of a new villain I made. I do not own Ben 10 or any of the species, only the OCs I own. Enjoy.

A Day in the Sun

(Bellwood Beach. August 30th, 08:40)

The beach in Bellwood, which mainly went off into the river that lead to the ocean, was bustling this weekend of people who were wanting to relax in the local sun and boating outings as Max’s RV came into the scene.

“Well, I hope you don’t mind the short break, kids. With all that insanity with that shape shifting dog, I think you deserve some downtime.” Said Max as Ben, Julie, Rook and the Helpers all came off of the RV, the aliens wearing their human disguises while Alan was in his human form. Helen took the form of a black haired, green eyed caucasian young woman with a simple blue t-shirt and a pair of shorts, likely a cover for her swimsuit.

“Don’t worry, Max. We’re cool.” Said Manny, taking the form of a tall, African-American teen with short curly hair and dark brown-amber eyes and wearing a simple white t-shit and a pair of dark red swim trunks as Helen set out a towel to relax on.

“Hmm, so this is where humans do their usual activities near the sea, yes?” Rook asked, wearing a simple pair of dark blue swim trunks as Ben nods, wearing a pair of green swim trunks.

“Yeah, this is where we Gwen usually wants to go when she was in town. For some reason, we always got interrupted. Bet she’s gonna be real mad when she finds out we got here without a hitch.” Ben said with a smirk. Helen only chuckled, stretching as she wore a simple light blue bikini as she sat down on her seat.

“I’ll say.” Julie said, wearing a simple dark pink and violet one-piece as she set a towel down on the ground while Alan helped set up a grill, unaware of a figure watching from above, smirking.

(At another part of the galaxy at the same time.)

A group was looking at a planet on fire, as many of them were smirking. “Heh…and they say crime never pays…” A man said, looking over a fair number of square pieces of jewels.

“Yeah. Though you know it was impossible for them to get ALL that Taydens that was worth accounted for ALL life on that planet, didn’t you?” asked one of the beings as it was revealed that many of them were humanoid beings similar to humans but with either red, yellow or orange hair that spiked up akin to flames.

“Of course…so it’s two birds with one stone…the destruction of some backwater planet AND all the riches we can get. It’s the perfect scam.” The ringleader said, walking out of the shadows to reveal himself to be a humanoid with deeply tanned skin, bright yellow eyes and is usually seen wearing a black top and a pair of long black pants with a spiked belt and has blue hair on his head styled after a flame.

Suddenly a phone rang as one of the thugs walked over and got the phone up. “Yeah?”

“I got a good eye on Earth…you’re free to come in.” a voice said as the man nods, giving his boss the ‘OK’ as he gave a nod.

“Good…all right boys, lets ride!” he said as the ship went into hyperdrive towards Earth, leaving behind a comet-like trail behind them.

(Later back on Earth. 9:15)

Julie sighed as she relaxed, sunglasses on as she relaxed in the sun while Alan was helping Max with some barbeque while Ben was throwing a Frisbee at Manny, who caught with a smirk.

“Easy where you put the sand, guys.” Cooper said, wearing his usual t-shirt and a pair of purple swim trunks, as he typed away on a keyboard.

“Dude, we’re on the beach. Relax for once.” Manny said with a chuckle, as Ship curled up by Julie and slept.

“You got your ways to relax, and I got mine.” Cooper said with a shrug as his computer beeped. “OK, really? What is it?” He asked, answering the machine on the other end.

“You guys aren’t gonna believe this. There is a ship heading right for Bellwood. We got this message.” Patelliday said as he showed the group the report as the group went over to see who it was as it showed the blue haired man.

“I am Orianus of Pyros. I have this message for the backwater planet called Earth. Even though you’re mostly water, you can still burn. So I will give you this chance: For the number of living creatures on your planet, I will want a single taydens for each of them. And I am not just talking sentient life either, I mean all life.” He said with a smirk. “If not, all life will burn.”

“Wait…he’s a Heatblast? But he looks human…well, kinda. He has skin, he’s not on fire.” Ben said, confused as Alan shrugs at this.

“Pyronites have two forms, Ben. I got it too remember? They use the second form to go around on other planets without risking doing a lot of burning wherever they are. Especially near combustible objects.” Alan explained. “It also helps us on more water-based planets.”

“I just thought that was something you could do as a hybrid.” Ben said sheepishly. “But OK. We better get ready.” Ben said as he nods to the others, who nod as well.

“I got some extra weapons in the RV. Come on.” Max said as everyone went inside as they got their uniforms out as the ship was coming into view as some Pyronites came down riding on what looks like high-tech motorcycles in full fire form.

Ben saw them and glared as he says, “Time to put these guys out!” Rook and Julie nod at this as Ship went over to make her usual battle form as she glared at them. Ben ndos as he adjusted the Omnitrix and smirked as he slammed down, making his body glow.

Ben’s body turned more skeletal in appearance as he took a darkblue and white appearance of a humanoid moth with clawed four-clawed hands, three-toed feet and snow-white wings on his back with a . “…BIG CHILL! Huh, a little lighter than I remember. Must be the new Omnitrix.” He shrugs at this as he took off into the air as he glares at the Pyronites.

“A Necrofrigian, huh? Lets fry this bug.” Said one of the punks with a smirk as he fired a blast of fire, but Big chill turned intangible before flying through the flying bike, causing the bike to break from the sudden cold as he fell down, screaming out as he hit the water below, causing steam to come out.

“Did you really think that would work?” asked big Chill as he breathed a cold burst of wind at the other, making him yell out as he was put out and fell down as well. Big chill had a smirk…until he saw many more come down, making his antenna droop a bit. “Ah man…”

“I got them!” said Alan as he flew into the air and fired a blast of fire at the Pyronites as Julie fired lasers at them with Rook and Cooper, as Big Chill landed with a groan.

“OK…I’m gonna need something else…” said Big Chill as he slammed down, causing his body to glow as he turned into Strikehog.

“Strikehog huh? Well, time to see if this rat-thing has any good uses against walking barbeques.” Strikehog said as he ran ahead, curling into a ball as he jumped into the air and fired, sending out multiple spines at them as they hit the space-cycles, making some of then grunt as they got blasted by the lasers from the distraction, causing them to scream.

“Got them!” said Julie with a smirk as she saw more coming. “Oh come on! How are we gonna stop all those guys at once?” asked Julie as she saw the Rust Bucket get their weapons up and running as Grandpa Max gave a thumbs up.

“Allow me.” He said as Max flipped a few switches and fired multiple missles, causing the Pyronites to get hit and get sent down, unaware of a large blue fireball coming into view with a glare.

“Alright!” said Alan with a smirk as a cycle came at him, causing him to yell out as he was flown towards the ship.

“Alan!” said Strikehog with wide eyes. The others looked shocked as they saw the half-Pyronite getting taken into the large ship overlooking them. The other Pyronites flew back to the ship as well as Strikehog turned back into Ben.

“Ah man…this isn’t good…” said Manny with concern as they nod in agreement.

(Inside of Orianus’ ship. 9:56)

Alan was struggling against the goons as they brought them through the hall, as Orianus was looking at a screen. “So Doctor, you want us to destroy the earth and capture that kid with the weird watch, right?” asked Orianus as he saw the figure of Dr. Psychobos on his screen.

“Yes. I am thinking that new allies, and I use the term loosely, will be of good use for Khyber.” Psychobos said as Orianus tapped his chin at this. “We pay well.”

“I’m in.” Orianus said quickly as Psychobos chuckled at this. He looked and saw Alan being brought in. “Ah, thanks for the little hybrid, boys.”

“Back off, blue-boy.” Said Alan with a glare at this. Orianus just chuckled at this as he glared, Orianus tapping his chin.

“Hmm…Wait, I think I gotcha, kid. You’re one of those Plumber brats, right? From the highbreed invasion? Yeah, I avoided that nonsense.” Said Orianus with a shrug. “After all, I am a wandering guy myself.”

“Save the life story, pal. You do know that Earth is under Plumber protection, right?” Alan said with a glare as Orianus just laughed.

“Oh yeah, a bunch of beat cops with some wannabe hero. I’m shaking in my jumpsuit, kid. Look…I’m gonna expect that Omnitrix-using kid to come up any time now and I plan on taking him out. Think of the rep I’ll get when I turn him into a flambé.” Orianus boasted with a laugh as his eyes glowed a brilliant shade of blue. Alan just glared at this, his scowl very noticeable.

(Back on Earth. In the Rust Bucket. 10:12)

“We need to get up there to help Alan.” Manny said with a scowl as Max nods in agreement as he motions them in.

“Alright, everyone strap in.” said Max as he got a few switches flipped as the group got ready to take off as the ship went fast.

“mind if I give the RV a bit of an Upgrade, Grandpa?” Asked Ben as Max just chuckled a bit as he got his Omnitrix ready.

“Go ahead, Ben.” Said Max but saw Ship give a faint whine. “No offense Ship, but I don’t want you to absorb the ol’ Girl. Maybe I can give you something to compensate?” Ship perked up at this as Julie giggled and pets the dog-like alien as Ben slams down.

Ben took the form of a larger version of Ship that had a more humanoid appearance wth a long neck, four-fingered hands and flat feet, with green energy circuits making the appearance of a jumpsuit with a green stomach area, the Omnitrix insignia on his chest with two black lines connecting it. “UPGRADE!” said Upgrade as he slicked down, making the RV glow black and green as it began to gain new weapons as it flew towards the ship, firing many blasts at the motorcycles around them from the Pyronties.

In the ship, Alan saw this and smirked. “You may want to run.” Orianus growled as he saw the Rustbucket crash through the front of the ship, making Orianus jump back as the door opened.

“12th floor: Charcoal, barbeque stuff, crazy fire guys. Everybody off.” Said Upgrade as the Plumbers came out, glaring as they got their weapons out.

“Wow…you all look so threatening…while wearing bathing suits.” Orianus said with a laugh as they noticed they were still in their swimwear.

“Sorry, a rescue mission didn’t really give us time to change.” Manny said with a glare as he got his blasters at the ready before Orianus glowed a bit.

“OK…then lets see you take me on!” said Orianus as his body glowed bright blue before igniting, becoming his fully fire form, roaring out as Ship reformed over Julie to make her armor as they glared.

“OK, time to cool you off.” Ben said as he got out a fire extinguisher from the RV and put it on him, making him yell out as he growled. They all fired at him, making him grunt as Ben came off of the RV and fired a green energy blast at him, making Orianus grunt from the energy as Alan powered up, glaring at them.

The Plumbers saw the smoke from the combined attacks as Alan fired a balst at him, causing a small explosion. The group went wide eyed as they saw he was perfectly okay, just smirking a bit. “Heh…nice tricks. Now try mine.” He said as he created a ball of pure white flames into a small sphere shape and threw it down.

“Everyone, get back!” said Alan as Ben wrapped around the others as the sphere exploded, sending the heroes back a bit as Orianus chuckled a bit.

“How do you think I can burn down an entire planet if I was like any of the other Pyronite punks out there? My fire burns like that of the sun. Anything I can touch will burn.” Said Orianus with a chuckle as Ben groaned as he was back to normal.

“OK…then I’ll need an alien that can take you out…something that can take the heat…” said Ben as he looked through the Omnitrix. “Come on…get me something good!” said Ben as he slammed down.

“Oh no you don’t!” said Orianus as he jet forward, tackling the glowing humanoid and out the hole.

“BEN!” Julie and Rook yelled in horror as they looked out and saw Orainus was struggling with something…odd.

“What the?” Ben asked as he kept him away, his voice having a gruff-but-quiet tone. His appearance was of a bipedal, tanned yellow dragonfly-like creature with large, oval-shaped yellow-green eyes, four-fingered clawed hands, four insectoid wings that are retractable, has four pores on his shoulders, chest and legs each, three toed clawed feet and small antennas growing out of his head. He wore a simple black and white shirt and pants combo with the Omnitrix symbol on is right shoulder

“So, you’re a giant dragonfly, huh? Well…lets see how well it does ROASTED.” Said Orianus said as he flared up, making Ben cringe a bit as he was set down but his wings began to beat at a fast rate as his pores began to leak out.

“GET! OFF!” Said Ben as suddenly a large burst of wind came out of his chest with sand inside of it, making it hit him but solidify as chunky glass as Ben flew away, with Orianus following suit as the sand began to block his vision. “Whoa…cool, I’m creating sand. Hmm…I think Sandbox will be a good name…yeah, that works!” He chuckled as he flew down with Orianus following.

Orianus landed, the sand heating up under him as he glared. “Where are you, punk!” Suddenly he grunts as people were already running. “What’s going on?” He then saw something and went wide eyed as he saw a sand storm coming right at him. “What the heck!?” Suddenly he got caught in it, making him yell out.

“Heh, funny thing about this new form. It seems I can create sandstorms out of my body. Makes it kinda hard to see, even for a Pyronite. After all, you’re from a star, you’re not made for sandstorms. Me? Heh, looks like my eyes got a cover over them, so I’m good.” Said Sandbox’s voice in the storm, making Orianus growl in frustration.

“COME OUT HERE, YOU COWARD!” Orianus said in anger as he followed forward, burning the sand as he walked around, glaring through the sand.

Unaware, Khyber watched from a telescope to see that the sandstorm was self contained. “A Saharan…an apex predator…nothing can hunt that creature easily. This should be a good time to study him…but given his power, this Pyronite will still be useful.”

Orianus grunts through the sandstorm, growling as he was unable to see before he yelled out, falling down an odd-looking pit. It was cone-shaped in nature with him in the middle. “What the?” asked Orianus in confusion as he felt around the area as he tried to climb up but slid down. “What the?”

“Like it?” asked Sandbox as he landed outside of the hole. “Funny thing…I kinda guessed around while you were stuck in the sand storms and I found out, I’m pretty good at digging. I used my wings to help dig this hole though…and the best part, I got my own sand in there too.”

“I’m going to flame broil you and your entire stinkin’ planet!” Said Orianus in rage as his body glowed bright white as the sand began to come in, making him yell out.

“Yeah…no. You see…at the moment, you’re a walking forge in a glass factory. Yeah, I know some things from Science class…and you said you’re as hot as a star, right? SO…this should put you into a bind.” The sand began to pick up speed, his wings buzzing as he created more sand to trap him into a giant wind tunnel of glass.

“When I get out of here, You are going to burn! You hear me! Burn!” Orianus roared out in anger as his body began to get coated in chunky glass as he roared out, the white glow inside of the sand stating to die out as he was then trapped.

The Rust Bucket flew in as Max and the tohers ran out to see the giant hole as Sandbox panted a bit, wiping his brow.

“Whoo…that was a bit too hot for me…” Sandbox said in a joking tone as Rook saw the chunky-looking statue made of glass with Orianus still yelling inside of it but muffled.

“…so you trapped in him in glass?” asked Rook, sounding a bit impressed.

“Wait…so you can turn into both a giant grasshopper AND a giant dragon fly? Why are so many aliens bugs?” Asked Manny in confusion.

“Actually, I think he’s more like an Antlion, which are more burring insects that use pits like these to capture prey in their larval stages. I’m thinking you are a Saharan, an alien species very similar to them but they use their ability to manipulate sand to hunt their prey. They are very skilled hunters.” Rook explained as Manny smirks.

“Heh, looks like you got an edge on any new alien that weird alien dog can give you. That’s not the only hunter around anymore.” Said Copper as Ben turned back to normal as he smirked.

“Heh, that’s good. So after the Plumbes pick up the hot head, how about we get back to relaxing at the beach? Sound good?” asked Ben as they nod.

“Though no barbeque. How about we get ice cream instead?” Julie suggested as they all nod in agreement.

“Yeah, that guy gave me my day’s limit on heat.” Said Manny as the group headed out, Rook getting his badge out and sending a message to the plumbers, unaware of a slight shifting in the ground…before Orianus was taken by what looked like giant insectoid hans, makin him give out a muffled scream in surprise as he was taken away.

(At Khyber’s Ship. 14:03)  
The glass-covered humanoid was then shattered as Orianus panted a bit, back in his human-esque form as he groaned a bit, spitting out some glass pieces. “What the-where am I?”

“You’re on my ship…” Said Khyber as he walked up, as Orianus just smirked.

“Well well…Khyber, one of the biggest game hunters in the universe. Take it you’re wanting that Omnitrix-using brat’s head too, huh?” asked Orianus. “Yeah, you’re boss called me up earlier.”

“I know. He told me about you so I went to scope out your battle…I must say, you will still have some uses, but you need better training. You are too angry, too unstable. I Think I can fix that. What do you say?” Khyber said in a calm tone…as Orianus smirked.

“How can I say no to some awesome butt kicking. You’re on, hunter.” Said Orianus as the two shook hands, Khyber’s dog giving a faitn whimper in concern at this.

End of Episode 9

Well, I hope you all didn’t mind the wait. I hope you guys didn’t mind the new villain and new alien, based on the one Kenny mentioned in Ken 10. Now…here’s osme short bios for the original characters here:

New Villain:

Orianus (Species: Pyronite): Is a humanoid being with fiery form with dark violet harden magma for on his chest, arms and legs area with four-fingered hands and two toed feet and a flaming magma skull-like head with blue flames coating his entire form , which goes with his higher power level. His more humanoid form has deeply tanned skin, bright yellow eyes and is usually seen wearing a black top and a pair of long black pants with a spiked belt and has blue hair on his head styled after a flame.

Powers: Has the same powers as most Pyronites, but has it to an increased power

Weaknesses: Same as other Pyronites, but is also very unstable in personality and is very greedy.

New Alien:

Sandbox: Takes the form of a bipedal, tanned yellow dragonfly-like creature with large, oval-shaped yellow-green eyes, four-fingered clawed hands, four insectoid wings that are retractable, has four pores on his shoulders, chest and legs each, three toed clawed feet and small antennas growing out of his head.

Powers: Can create sandstorms by releasing sand-like material from his body and sending powerful winds from his insect-like wings, can dig at a very fast pace, can fly at fast speeds to control mobile sandstorms, and can create concentrated sandstorms via a sand, is very heat resistant. pit. Weakness: Wings are fragile and need to be tended to; sand is useless if Sandbox gets wet; needs to keep body from getting overheated.

Species: Saharan 

Voice: Yuri Lowenhawl (in his Sasuke voice)

Anyway, here’s to next time. I hope you all enjoyed this adventure of Ben and friends and please Read, Review and Suggest away!


	10. Making a Big Deal

**Summary for the Chapter:**

> after a battle with Sunder, Ben meets with a conman named Professor Hokestar, who is selling a strange elixir of sorts with a creature known as a Screegit, which goes on a rampage after he knocks it out of it's container. Now he has to recapture it, or else it could cause wanton destruction.

OK, here's the next adventure with Ben and co. with the introduction of some other new faces and the return of some familiar ones. I hope you all enjoy it. As you know, I do not own Ben 10, I only own my own original creations with the species that I myself make, but others belong to their respective owners. Anyway, enjoy!

Making a Big Deal

(Bellwood, USA. Undertown. September 3rd, 15:03)

Undertown was at a rather peaceful day, as many people were doing their daily routines as a four-armed being was humming along, his appearance obscured by his metallic cart as he moved it along with a faint honk from it. He stopped as he took a breath and sighed. The creature in question was very humanoid in appearance compared to most aliens, with a thick red mustache and a thick head of shaggy red hair under a dark orange top hat with steam punk goggles wrapped around his neck, and wearing a red jacket with multiple pockets, black pants and orange boots. But the odd things about him was his thick nose, dark green skin and two pairs of arms with three-appendage hands with yellow gloves on each of them.

He then heard a ruckus, making the man look curiously as he saw a group of people near by as he smirked as he stopped and activated it, revealing several bottles of green liquid. "Ahem…Welcome, my dear friends! Come and be amazed by my newest product! From the alchemical genius of…" He noticed that everyone was just passing him by, making him get a flat look.

He then heard some commotion, making him raise an eyebrow as he moved his cart along to see the actions as he saw a crowd cheering as he smirked a bit as he got his phone out. "Plugg, get here my boy. Come to the corner of Jupiter drive and Nebula boulevard." He walked over and looked to see what the commotion was about.

In the arena, Ben was currently fighting an alien of some kind. Currently he was in the form of a slimy alien with a green color to it, glowing green eyes that are formed out of the slime near the head with small bits of matter inside of it to keep the more solid parts on the hands and head area. Floating over his head was a small, silver UFO-like device with the Omnitrix insignia on the front of it. "OK Kraab, lets try to do this easily, OK?" the slimy alien said in a very high-pitched voice, eyes narrowing.

In his hold was a tall, four-legged humanoid crab-like creature with dark brown and orange armor with a large crab-like pincer on right side and five-clawed hand on the other side with yellow eyes and a sideways mouth. "Heh, you haven't changed a bit, Tennyson. Still as predictable as ever."

"Yeah, who kicked your metal butt over and over again? Oh yeah, me." Said Goop with a cocky tone as Kraab grabbed him with his pincer.

"Yeah…sorry, but If I know anything about Polymorphs, you spin them enough…they fall apart." Then the pincer began to spin at a rapid rate, making him scream out in panic, unaware of a duo on a hover board that was coated in a familiar black slime before it went over one of them.

"Hey, back off metal head!" said a female voice as Julie ran forward as she and Tetrax tag teamed tackled into Kraab from behind, making him let go of Goop, making him groan a bit.

"Kraab, you're under arrest." Said Tetrax with a glare as Kraab groaned a bit, shaking his head as he glared.

"So…Tetrax Shard, long time, no see. Haven't seen you since you messed up Sixsix and my plan to get the Omnitrix for Vilgax. I guess now I can get your crystally butt into a chandelier…and maybe sell that Mechamorph mutt for a good profit." Kraab said with a glare, as Tetrax glared.

"I don't think so." Said Goop as he pressed the Omnitrix symbol on his UFO, turning into Shocksquatch as he growled. "SHOCKSQUATCH!" He roared with a beat of his chest, now his body sparking up a bit.

"Heh, a little insulation and you're furry butt will be useless." Kraab said as he pressed a few buttons as Julie''s armor shrank down onto Ship.

"Yeah…No. Ship, Sick'em!" said Julie as Ship growled and jumped forward, wrapping around Kraab and keeping im in palce for a moment, keeping his body from moving asi t got closer to his head.

"Ugh…Electro-Magnetic field, GO!" said Kraab said as his suit beeped, making Ship cry out in pain as he slinked off, as Julie went wide eyed.

"Ship!" said Julie as she got the slime into her arms as Tetrax glared as Kraab just laughed.

"Please, I got counter measures for most of the Omnitrix's aliens. You can't beat me!" said Kraab… as Shocksquatch grabbed a near by object and electrified it, making it glow with energy.

"Lets see if you got a counter measure against…THIS!" Shocksquatch screeched as he threw the car with an electrified pulse, making Kraab yell out as he got hit and electrocuted at once, knocking him on his back as he groaned a bit as he tried to get up, but got pinned down by several shards hitting his leg and pincer, trapping him in place.

"You're heading back to a cell, Kraab. This time, back on your own planet. You're cybernetics won't be so good on a planet made mostly of water." Tetrax said with a scowl as he gave a nod to Shocksquatch and Julie. "Thanks for helping me hunt Kraab down, kids. I'll take it from here." He said, picking up Kraab and encasing him with crystals.

"It's no problem, Tetrax." Ben said with a handwave as he gave him a smirk. "After all the stuff you've done for me in the past, it's the least I can do. Besides, we needed something to do with Rook on monitor duty"

"Heh, yeah. Well, I'll be taking him in for questioning." Tetrax said with a faint chuckle as he dragged Kraab away as Julie gave Ben a faintly amused look.

"Well done, Mr. Tennyson. I have to say, you and your team has quite the effect on the community." A voice said as the two turned to see the four-armed green alien walk over, tipping his hat.

"…Who the heck are you?" Ben asked in confusion as Julie gave an equally confused look as the man just chuckled.

"Well, my good man and madam, I am Blarney T. Hokestar of the planet Philosophorum VII, at your service. As a proud member of the proud race of Transmunes, I would like to give you both a token of appreciation for your hard work." Hokestar explained as he got out a small bottle. "My patented Miracle Elixir!"

"…Wha?" asked Ben as he looked at Julie and Ship, who looked equally as confused as he was. Julie noticed the looks and gave him a flat look.

"Hey, I'm just as lost as you are, Ben." Julie admitted with a shrug as the two gave the man an odd look as he chuckled.

"Indeed, my dear children. I am here to give you a deal of a life time; if you may endorse my product, I'm sure you will find it vey impressive." Hokestar pressed on, as the two only gave each other flat looks.

"Yeah, not buying it." Julie said flatly as Hokestar chuckled as he pats the girl on the head, since he was about a foot taller than her and Ben.

"Yes, yes of course. I can understand that. How about I test it and you'll see for yourself." Hokestar said with a nod, as Julie and Ben gave each other a flat stare.

"How about you don't?" Julie asked as Ship just looked at the two curiously before looking at Hokestar.

"Alright, I need an able bodied volunteer…hmm…YOU my boy!" said Hokestar, pointing to someone who walked up.

"Uh, sure, why not." The figure said as he walked up, revealing himself to be a rather short but muscular alien, about to Ben's waist in height, with a thick scaled hyde with a reptilian-looking tail with spines coming up his back to his forehead, dark red reptilian eyes, three fingered clawed hands and two-toed feet, with a red vest with a yellow streak on it and a pair of dark brown muscle pants.

"Well now, here is a rather healthy young creature. What's your name, my boy?" Asked Hokestar as the alien looked at the crowd nervously as he shifted a bit, which made Ben raise an eyebrow when he noticed writing on his arm.

"I am Solid Plugg, sir. Just an average citizen." The alien said, as if sounding out the words as Ben just gave a quizzical look at this show. "Whom you have never met."

"Yes, yes, of course. So my good man, would you like to test my miracle elixir? IT can fix many a problem, my boy. Alchemy is all about equivalent exchange, as you know. And with this, it can bring something in exchange for it. Say…a full head of hair in exchange for the dry scales that is on that shiny scalp." Hokestar said, petting Plugg's head.

"OK, that has to be demeaning…" Julie said as Plugg looked at his other arm.

"Uh…sure, why not. I do not see the problem with that, Professor." He said, his eyes squinting a bit as he said this. Hokestar chuckled as he opened the vial as he cleared his throat.

"And now…I just put it on your scalp, and rub vigorously…" He said as his lower arms began to rub the moisture into his head as Plugg hummed a bit.

"Hey, that actually feels kinda nice, boss." He whispered as Hokestar chuckled at this as he backed up.

"And soon, the results." Hokestar said as suddenly the sound of rippling is heard as Ben, Julie and the crowd watched with shock as they saw green hair come out of his head, making the crowd whisper to themselves. "Volia! A full head of hair!" Suddenly flowers grew out of it, making several stare in shock "…with flowers, that aren't even in season. Hmm, interesting. Guess it must be a species thing."

"Well, uh…what a miracle! I was bald only moments ago and now, from here on, I am not…but uh, can I get some scissors or something? Ya know, get it down to a length I'll be OK with?" Plugg asked as Hokestar just chuckled.

"Of course. And if you want this amazing mixture, it's just 2 taydens a bottle." Hokestar said, as the audience looked interested now.

"I'll take one." Said a purple female creature with her hair up in a bun as a whale like alien came up and gave him four crystallized coins.

"I'll take two." Said the alien as Hokestar chuckled as he was selling several of them that were on him as he motioned them to his cart.

"Be sure to spend wisely." Hokestar said as he gave Ben a smirk under his facial hair. "Well, you see, business is booming quite well."

"Yeah…sorry, but not buying it still. As they say, there is one born every minute. Come on Julie, ship, lets head back to the base." Ben said, as Julie nods in agreement as Ship followed along…only for Hokestar to suddenly be by them, likely running over.

"Well, I do love a challenge of a hard sell. Come on along, I'll show you my stock to see if you have anything that you may want." He said, dragging the two by the arms with his lower arms, making the two yell out.

"How come whenever I'm with you, something weird happens?" Julie asked Ben in confusion as Ben just shrugs.

"Trust me, I'm still not sure myself." Ben said as they were brought over to a cart-like space ship, which looked like a steampunk jet more so than a spacecraft as he pressed a button as a cart opened up, revealing many different items.

"Ta-da! These are various items I have bought or traded since arriving on Earth. If you have something of interest here, that is good. If you cannot find it here…it's likely nonexistent." Hokestar explained as they looked over the merchendise he was selling.

"This looks like a bargain market rack at the mall. Nothing really impressive." Julie said, looking it over as Ben noticed something and picked it up.

"Whoa, what is this?" Ben asked as he held up a very smoothed down Sumo Slammer, appearing to be in a meditative pose, but appeared to be more like a statue than a action figure. "I never saw any Sumo Slammer merchandise like this. What is it?"

"Ah yes, the 'Sumo Slammer Ishiyama; Medative Pose'. Not for play, but merely a statue for any avid collector, made by creators in Budakon. Fewer than 100 ever made of this type of pose and characterization." Hokestar said, looking the toy over. "…You like it? You can have it, free of charge."

"…Why so generous with something that likely costs a fortune for a collector?" asked Julie, giving him a raised eyebrow.

"Well, it's very durable so I do not have to worry about it being damaged unless you, say, threw it against a wall and then ran it over. But as for the real reason…it's not a bad idea to have a one-man super hero team, or say…his whole group as a spokesman, now would it my dear?" Hokestar said as he gave her a smile. "Especially when one as lovely as you are his companion, yes?"

Ben gave him a flat look at the compliment as Julie got flustered by the compliment as Ben says, "…I'll think about it. Come on, Julie. I'll take you to see that sports store they got down here."

Julie nods…but then got some taydens uot and handed them to Hokestar. "Mind if I have one o them? I think my grandma needs something like it."

"Of course. It'd be an honor to help your family in crisis, my dear." Hokestar said as he took the taydens and took out another bottle from his sleeve and gave it to her as Julie nods, waving.

"Ship-ship." Ship waved as Hokestar waved to them as they left as Plugg walked up, cutting some of the hair into a more manageable form and put it into a ponytail.

"How'd it go, boss? You get him?" asked Plugg as Hokestar just chuckled as he smiled a bit.

"Patience, my boy. All in due time." Hokestar reassured him as he watched the couple go off, hand in hand as Ship followed after them, hopping around. He looked at his ship cautiously before he whispered, "You made sure the containment orb is secure, yes? You know what could happen if it gets out…"

"Don't worry boss, I got it taken care of." Plugg reassured with a smirk as a blue feline stayed near by before frowning and zooming away.

(Later…)

(Undertown's main street. 15:35)

Julie gave a nod as she was setting up a device on her laptop as Ben got his Plumber badge out and got a holographic image up of Rook at the computers at Plumbers HQ. "Hey Rook." Ben said, as Rook noticed the two and waved.

"Oh, hello Ben, Julie. How did your mission with Tetrax go?" Rook asked as someone was mopping behind Rook.

"Good. How's Valrean doing?" Ben asked as Rook looked behind him. Standing behind him was someone who looked very much like ChamAlien in the background behind him, but wore a simple orange jumpsuit that exposed his white chest and was bare foot, but also had on black cuffs on his wrists and ankles, likely to keep him from using his powers too much.

"He is doing good. A model prisoner as always, and he is happy not being called '775' any longer, so that is good." Rook said with a nod. "Why are you on now? I would think you would spend time with Julie after it."

"Don't worry, we are. We just ran into someone…think you can look up a Professor Hokestar for us?" Ben asked as Julie got a device out and put a few drops of the miracle elixir inside of it.

"Hmm…alright." Rook said as he typed into the Extranet and showed the schematics of him to the Plumber Badge. "alright, this is what I have found. Blarney T. Hokestar, a flim-flam man from Philosophorum VII, a planet renown for it's skills in the art of Alchemy. He's not really much of a threat, he barely even makes a blip in the radar. Why?"

"We ran into him earlier. He was showing off some 'miracle elixir'. I'm using the Extranet to try and see what's in this stuff." Julie said as she got a beep from her laptop and nods as Ship looked curiously. "Found it. Lets see…weird…"

"what?" asked Ben as Julie looked over the ingredients and raised an eyebrow.

"I'm…not seeing any normal chemicals you'd find in medicine. All I'm getting is stuff like seeds from a space flower, the extract of a tree you can only find from Flors Verdance…wait, what's this?" Julie asked in confusion.

"What?" asked Ben as he looked at the computer and raised an eyebrow at the word on it. "Elricate? What the heck is that?"

"Hmm…according to this, it's a rare alchemic material that Hokestar's People use…but it's usually in the milk of a mammalian alien species of alien. Don't know what animal he's using though…especially with all these other chemicals in it." Julie said, pressing a button as it got uploaded to her badge. "I think we need to see an animal expert. An ALIEN one."

"Who do you have in mind?" asked Ben as Julie sighed as she pets Ship, picking him up as she put her stuff back into her backpack."

"Lets just say that you'll find him…rather odd. Come on, I think I know where he is." Julie said, motioning Ben along before they were stopped by a blue blur as Kath gave a cat-like grin. "Kath?"

"A Fasttrack?" Ben asked in surprise as the feline-like being gave Julie a smile.

"Hey Julie, haven't seen you in awhile. Been busy?" asked the feline humanoid as Julie just nods, petting Ship.

"Yeah, Tennis, school work, training, that sort of thing really." Julie explained as Kath nods as Julie shook her head. "Look, I'm looking for Pax. Is he around?"

"Yeah. Jumba, Gant and Minta are going after new members while Pax and I are on an assignment. I tracked down a rare animal under that professor's employ. I told Pax and he should be able to meet us there. Come on." She said as the two were suddenly sped off.

"Friend. Of yours!?" Ben asked in a forced fashion from the forces as the three were now in an alley near Hokestar's ship, where a familiar Flourana was.

"Oh, hey Julie. How's your son doing?" Asked Pax with a friendly grin, showing off his crocked teeth, as Ben went flabbergasted.

"Wai-Son-wha!?" Ben asked in a panicked tone as Julie just gave him a flat look and points to Ship, whom waved at him. Ben looked between Pax and then at Julie as he realized what she had meant earlier with him being 'odd'. "OOOH…uh…yeah…Ship is doing good, uh…Pax, was it?"

"That's right. Kath and I are tracking down a rare creature that was here…and it turns out that Hokestar is milking it for that so-called 'Miracle Elixir.'" Pax said as Julie and Ben just rolled their eyes as they walked to the ship as the two activists looked in shock.

Ben knocked as he says, "Hey Professor, you home?" He waited for a moment as he shrugs, "Well, looks like no one's inside."

"Sorry Pax, but we'll have to come back later." Julie said as the two walked on but Pax stretched his limbs to stop them. "…I forgot how stubborn you were."

"Hey you two, we can't leave the creature in there. We have to save it, now." Pax said with a faint growl in his tone, but that was mainl his species as he didn't look angry, more concerned.

"…UGH…fine. But you better be right, because I'm in hot water with Grandpa for accidentally smashing Baumann's car." Ben said as he slammed down on the Omnitrix, turning into a familiar blue ape.

"SPIDERMONKEY!" He said as he went oer and reached into a window in the ship with his tail, his tongue out…before he nods and unlocks the door. Pax smirked at this as he went over, but Spidermonkey stops him. "We're not supposed to be in here. So don't touch ANYTHING."

"Don't we need a warrant for this?" Julie asked as Kath rolled her eyes as she went inside.

"No warrants nessisary for the right thing." Kath countered as she went inside with Pax, as Julie just gave a flat look.

"But for the LEGAL Thing, it is…" said Spidermonkey flatly as he follows. "OK, I broke and entered into things in the past, but that was because I notice something weird, not because some crazy salad and cat said so…"

The group looked around the inside of the ship. It looked like a laboratory of sorts with various test tubes, stones of sorts, metals that appeared to have been changed and various knick-knacks and books, even some pickled items on shelves.

"What did I tell you? This is a place of horrors." Pax said with a growl as Ship sniffed around curiously.

"Hmm, it's more of a creepy place, but I guess it could be worse." Julie admitted as she turned on the lights. "That's better."

"OK, so where is this creature you're so worried about?" Spidermonkey asked as he accidentally tripped on something and pressed a button, making him screech out as the floor opened up as Ben turned back to normal.

"Uh…nevermind. Found it." Ben said as the device came out under an odd-looking milking device. The creature appeared to be in a large energy-based hamster ball.

"Behold, the Screegit. It's one of the rarest creatures in the whole universe, only about a thousand left in the entire wild of it's home world." Pax explained as Julie and Ben both looked into the orb as it woke up, giving a cute-sounding yawn as it got up.

The creature was about the size of a capybara, it appeared to be a large hamster-like creature with spines on it's back with faint holes on the tips, six pawed arms and a large mouth that had a smile on it's face and black beady eyes.

"Aww~! How cute!" said Julie in a faint cooing tone as she looked at the creature as she and Ben looked at it.

"Yeah, who's a cute wittle guy, huh? You are, yes you are." He said as the creature gave it a happy squeak, enjoying the attention as Ship beeped at it, wanting to see it with a curious look as Julie helped it up, as Ship gave a beep as the creature squeaked back, making Ship beep happily at that.

"Don't talk down to him, that's not cool." Said Pax as Kath looked over the computers with a frown as Ben and Julie recomposed themselves.

"Sorry…OK, if it is rare, I'll get the Plumbers here to have a look at this." Julie said, getting her badge out as Ben looked at the energy orb.

"Why is it in that thing anyway?" Ben asked in confusion as Pax pressed a button, as the machine whirled to life.

"That." Pax said in a calm tone as the machine latched on, creating a suction that caused the spines to come to the tip and get into the hoses, as it gave a relieved sigh as the machine began to put the liquid through a processing machine that whirled as it filled a near by bottle drop by drop until stopping.

"…OK, that was gross." Said Ben with a cringe at the machine as Pax nods as he took the machine off.

"Agreed. This is disgusting that he'd do this to an innocent creature. We must free this creature, now." Pax said as he looked ready, but the sound of a shot gun cocking stopped him as the four turned.

"Hold it right there, you intruders!" said Hokestar, aiming a blaster at the group with a scowl, walking forward. "Now, allow me to ask you to slowly step away from my Scree-GAH!" He said as he tripped, making the gun fire out as Ship went over Julie and Ben to protect them from the blast

"Ugh…" said Ben after the light went down...only to yell out in shock as Ship went off of the two only to see most of the top half of Pax got destroyed. "WHAT Did you do!?"

"Egad! I-I didn't mean it, I swear!" said Hokestar, looking completely flabbergasted only to see Pax regrow himself, making the plant-like alien groan aloud at this.

"OK…ow." That was the only thing said by Pax, as Hokestar cleared his throat as he put the gun down.

"Look, my boy, I am VERY sorry for that act of minor mayhem…but I may want to ask why you lot are here." Hokestar asked, crossing his four arms at this as Julie cleared her throat.

"Ahem…Ben and I are here because I was curious about the elixir's chemical make up and we found out that animal-based ingredients were in it. We went looking for Pax and now here we are." Julie explained as Ben nods, as Hokestar raised an eyebrow.

"Uh…who is Pax?" Asked Hokestar in confusion as Pax's eye narrowed at that.

"That would be me, jailer. I'm Pax, and this is my associate Kath. And we're here to free the Screegit from it's life of torment." Pax growled as Hokestar did a double take.

"Torment? My boy, do I appear to be an animal abuser in any way? I am giving it a kindness by keeping it safe here." Hokestar as Kath gave him a flat look.

"How stupid do we look?" Kath growled as Hokestar gave her a flat look as Julie and Ben looked at each other at this.

"You want it on a scale from 1 to 10?" Hokestar asked flatly as Ben looked the device over.

"Hey, uh…Pax? This Screegit thing doesn't look all that unhappy, it looks more like it's a pet than a prisoner." Ben said as Pax rolled his eye.

"What's the difference? It's not like with Julie with Ship as a son. So what would you do with him?" asked Pax as Hokestar rolled his eyes.

"The Screegit is a 'she'. It is mammalian, thus it makes milk you sap-brained miscreant. And they create milk regularly and it is rather unsettling for them if they do not get relief. And I keep her here as a way to keep her safe, and us as well." Hokestar said as Pax and Kath glared at him.

"Uh, well I think we could-" Before Ben could finish, Kath growled at Hokestar.

"What gives you the right to lock her up then?" Kath growled as Hokestar glared back at this as he crossed his arms.

"It's not up to you, you no good ne'er-do-wells!" Hokestar said as Ben gave an annoyed look as Julie watched with concern as Ship groaned a bit.

"OK, you know what, ignore this." Ben then pressed a button, taking the energy globe from the stand. "Until we get the full story, the Screegit is coming with us to Plumber HQ. Come on, Julie."

"NO!" Pax said as both he and Hokestar grabbed at it, making the three yell out as they began to pull on it. "The creature belongs to herself, so let her go free!"

"Do not be foolish, give the Screegit to me so we don't cause any wanton harm." Hokestar said as Plugg came in with some bags, making Julie do a double take.

"Wait…you work for Hokestar?" Asked Julie in surprise as Plugg saw her and the group as he gave a nervous chuckle when he noticed her badge was in her hand.

"Well, uh…yeah. Yeah I do. I swear, I'm on da straight an' narrow now, Miss Plumber." Plugg said as he gave a growl at the two fighting against his boss. "Though I do not take kindly to da boss getting picked on." He said as he walked over and grabbed Pax by one of his tentacles and tugged hard, making him yell out as he was forced off of them as Ben got dropped a bit.

Kath growled as she ran towards Plugg, revealing razor-sharp claws as she slashed at Plugg, who just chuckled a bit as Ben rubbed his head. "OK…time to end this." He said as he slammed down on the Omnitrix, causing his body to become clearer as his body became Jellyfish-like in appearance with a blue body with white lightning bolt-based markings on it's body with white and black wrist bands on it's four tentacle-like arms and two legs and the Omnitrix symbol on it's chest with a necklace-like thing holding it up. "AMPFIBIAN!" AmpFibian powered up his tentacles and shot forward with them, grabbing the four others and zapped them, making the other four yell out as they groaned a bit, making Pax, Kath and Hokestar fall with a groan…but Plugg just chuckled a bit.

"Tickles." Plugg said with a grin as AmpFibian growled at this. He stretched out his tentacles and swung Plugg around the room, making him grunt before Plugg took a good hold. "My turn, punk." He then swung the boneless alien around with ease, making him yell out…until a mechanical arm grabbed the tentacles as Julie glared in her armor.

"Back off, rockhead." Julie said, tugging the tentacles towards her, making Plugg yell out in shock as Julie sent out punch his way, making him go near the milking machine. AmpFibian smirked at this as he stretched out a third tentacle towards it and put it on 'max', making Plugg look up as the suction became strong enough to grab him.

"Whoa!" said Plugg in shock as he trie to move as AmpFibian picked up the Screegit as he and Julie went outside. "Hey! You two get back here, I'm not done with you two!"

"Sorry, but we gotta go. An investigation has to be brought in on this." Julie said as Ship got off of her and went into his full Space ship form, opening up for Ben and Julie, Screegit in hand…unaware of a crack in the device from the battle.

Hokestar groaned as he got up but went wide eyed as he saw them leave. "Wait! You do not know what you are doing! Bring it back, now! Before it is too late!"

"No, no! Free the creature! Let it roam!" Pax said as he and Kath went after them, as Hokestar scowled as he freed Plugg.

"Plugg…we must stop them, before this planet is in peril." Hokestar said in concern. Plugg nods as the two ran out.

(Later…)

(Downtown Bellwood. 16:02)

Ship flew towards the city from underground to head towards Plumber HQ. "Hey Rook, we're heading in." AmpFibian said, the phone on Ship on as the Screegit groaned a bit, curling up into a ball. "We got this creature known as a Screegit and we're taking it to Plumber HQ."

"Wait, you have a Screegit…on EARTH!?" Rook asked in a panic, as Julie shrugs at this as the orb began to suddenly get heavier on AmpFibian's part, making him yell out in surprise as something leaked out of it.

"Yeah, we got it from Hokestar and Pax. We're bringing it until we can figure out how to-" Julie stopped mid-speak when Ship suddenly screeched in pain from something hitting him. "What's wrong, Ship?"

"Uh…Julie…this thing is leaking something…" AmpFibian said as the jar broke, making the creature groan a bit as it continued to grow as some green slime came out of it's mouth, making Ship yell out as it stung, the liquid releasing smoke as Ship suddenly shifted into a smaller size, making Julie scream out as AmpFibian grabbed her and Ship before they fell as he landed on a near by roof with the two as the Screegit hit the ground.

"Ugh…what happened?" Julie asked as she got her badge out, looking ahead with shock as they saw the Screegit suddenly growing into the size of a large truck, roaring out as it's teeth enlongated and grew out a pair of long, arm-like extentions from it's back with the spikes suddenly growing out, leaking the same green liquid that it's releasing from it's mouth, roaring out.

"A Screegit isn't just a rare animal, it's very dangerous in the wrong environment. I'm heading out with some Plumbers. I'll also alert the authorities." Rook said as Ben nods, taking Julie and Ship to the ground as Pax and Kath ran up.

"What happened to the Screegit? Wehre is it?" asked Kath as she noticed the creature. "What the?"

"You tel us what happened; it went from cute to psycho in 6 seconds after it grew. And it somehow got acid spit." Julie said, petting Ship who groaned a bit from the pain that he got from it.

"How did that happen? A Screegit only gets like that in a nitrogen-filled enivornment, but creatures from earth breath oxygen." Pax said, now confused as he scratched his head…only for both Ben and Julie to glare at him with annoyance.

"There's Nitrogen in the Earth's atmosphere too, you idiot!" Said Ben in annoyance as Pax gave a glare.

"Then how come no one told me!?" Pax asked in anger as the Screegit continued to grow, as Julie looked nervously.

"Uh, guys?" Julie began, trying to motion them to the growing threat, but they didn't look at her as they continued to glare.

"You never asked! It's not like it's just something you bring up in a conversation. 'Hi, I'm Ben. Nice to meet you, how's your atmosphere? We got nitrogen in our's, what about you?'"

"…in hindsight, that was kinda dumb to not look into." Kath said with a nod as Julie sighed as she pulled Ben and showed him the Screegit, as he nods.

"OK Jules, you and these two knuckleheads go do crowd control. And when Rook arrives, get him to help me with the Screegit. I'll try to slow it down." Ben said, slamming down on the Omnitrix. His body shifted, turning into a collection of light gray bandages that took a humanoid shape with green energy glowing out of it's body and eyes, with a black and gold headdress-like head with long black braces around his arms and legs with a black and gold cloth wrapped around his waist, and a black necklace-like brace around his neck with the Omnitrix symbol in the middle.

"UNDERWRAPS!" He called out in a faintly haunting voice, as he looked himself over. "Wow, it's been years since I've been this guy. But I should be able to tie him up. You guys go." Julie nods as Ship went into his ship form again as she went inside and motions Pax inside.

"You're coming with me so you don't cause trouble." Julie said as Pax nods as Ship took off as Kath sped ahead to get civilians out of the way.

"Ok, time to put you on a leash." Said Underwraps as he stretched his wrappings out and grabbed ahold of the creature's leg. "Gotcha-Whoa!" He said as was pulled haead, making him yell out in pain with each step the creature took.

Ahead, a middle-aged man was with a camera crew, adjusting his suit a bit. The man had a pair of dark rimmed glasses over gray eyes, brown hair with graying on the side, a black suit over a white shirt and tie, a pair of slacks and dress shoes. "This is Will Harangue, live in Downtown Bellwood, where yet another rampage has started."

He motiosn behind himself as the Screegit roared as Underwraps tried to hold onto it, as the mummy-like alien noticed them. "Ah great, Harangue is here…" he groaned as he tried to steady himself as he stretched upwards to try and tie the creature up, wrapping his body around the creature.

"AS you can see, the menace known as 'Ben Tennyson' is trying to let that monsterous beast attack the city, all the while pretending to be some hero by controlling it's movements with that…mummy creature. Clearly with some sort of mystical force that is unknown to us humans." Will said as the mummy glared at him from on top of the creature.

"Hey, I'm trying to BIND the thing! I'm not trying to-" A ripping sound is heard as Underwraps looked down as he says, "…is it just me or is this thing getting bigger?" The creature roared out as it grew to the size of a medium building, causing Underwrap to fall on the ground with a groan, his headdress and neckline still in one piece as he groaned from the various wrappings around him.

A scream is heard as Will saw this as he says, "As you can see, Ben Tennyson is continuing his rein of terror to the people of Bell-WHOA!" before he could finish, Rook had come in and swung him out of the way of the creature as he yells, "PUT ME DOWN, ALIEN!"

"I apologize, but you are in a unsafe environment, Mister Harangue." Rook said as Underwraps reformed his body, rolling his eyes a bit as Kath ran by to get the camera man out of the way of the Screegit.

"Oh sure, he gets to show off while I get torn literally to pieces." Underwraps said as he rubbed his head. "OK, not the best alien choice for this mission…better get something that can slow it down though." He slammed on his chest as his body shifted from wrapping into a dark green bark-like form over a black mass with a red and yellow flame pattern on his face with green oval-shaped eyes and thick five-fingered hands and root-like feet.

"SWAMPFIRE!" Said Ben as he looked himself over. "…OK, that's weird…I don't remember Swampfire looking like this." He shrugged it off as he ran ahead as he sent out some fireballs at the Screegit, making it roar out in annoyance at this as she stomped on him, but he rolled out of the way. The Screegit spat out a glob of acid, which Swampfire countered with a fire blast of his own.

"Ben, look out!" said Rook as the large arm swatted at him, making Swampfire grunt as Rook came down and helped him up.

"Thanks partner. Julie is around here…somewhere with that Pax guy. And I told that Fasttrack girl to get the civilians out of here." Swampfire said as Rook nods as he frowned at the Screegit, as Ben turned back to normal after that last hit.

"We need to go after it, it is increasing in mass getting and with the increased length of those extra limbs, much quicker." Said Rook as Ben nods as he slammed down on his Omnitrix again, turning into Wildmutt. Rook nods as he got on top as he says, "Let us ride!" Wildmutt roared as he ran ahead, sniffing around for the Screegit.

Meanwhile, Julie was flying around as she asks Pax, "Did you get everyone?" Pax gave a thumbs up with a group of confused civilians as Ship flew down and landed and opened up. Julie then got up as she says, "OK, everyone make their way to the underground Subway system. It'd be the smartest place to be right now." The crowd followed the instructions as they ran ahead, heading underground.

Pax then heard a crash as he and Julie looked outside and saw the Screegit walked by, having smashed some tracks. "Ah man, the Screegit broke the tracks." Pax said as the sound of train is heard.

"Oh you have got to be kidding…" Julie groaned as she saw a bullet train near by as she saw Wildmutt and Rook come in as she ran over with Ship and Pax. "Guys! The Screegit did that."

Wildmutt nods as he slammed down on the collar as he turned into a small, dark red creature with black splotches on his body and very large ears and nose, giving him a devilish form with a black aviator jacket with a white line on the sleeve, a pair of black pants and white boots with a pair of goggles over his green eyes and a thick tuff of white hair on his head, with the Omnitrix symbol on his belt. "…Jury Rigg? Really? Yeah, this would be useful if I had more time!"

He slammed it as he turned into XLR8, but now with a reversed colored jumpsuit than before as he gave a grunt. "XLR8…OK, better but I can't get everyone out at once, Omnitrix." He slammed again, this time turning into a small insect-like machine with a green glow around him with a small Omnitrix symbol on his chest.

"Nanomech?…OK, NOT funny Omnitrix!" He said in clear frustration as he turned into Bloxx with a grunt.

"BLOXX! Finally, something I can use!" He said quickly as he stretched his body out with his arms and legs clamped to the ground as ne morphed his back into tracks.

"This is gonna hurt, huh?" Julie asked Rook, who just nods as they both cringe as Ship covered his eyes as Bloxx gave out a scream of pain as the train rushed by, as he came down to the groun with a groan.

"I'm gonna need to see a chiropractor after this…" Bloxx groaned, cracking his back a bit as he heard a scooter as he saw Hokestar and Plugg arrive.

"Oh, good show my lad! You're a Segmantesapien! Just what we need to keep the creature contained." Said Hokestar as Bloxx looked confused.

"How? When I went Underwraps, it didn't do anything. I just got sashed apart." Bloxx said as Rook rubbed his chin.

"A Thep Khufan isn't as thick as your Bloxx form, maybe the nitrogen in the air seeped through the bandages because of the biofibers that make up his form? Segementisapiens are more akin to Earth coral; a lot thicker and more air tight." Rook said as Julie and Ship nod at this.

"Indeed. You put the creature into an air tight shell and I can use this Filter-Vac to take away the Nitrogen. Thus allowing it to be contained." Hokestar said as Bloxx nods.

"OK, lets do this." Bloxx said as Pax gave a faint growl at him as Bloxx rolled his eyes. "What do you want?"

"Just make sure to not hurt it, OK?" Pax said as Bloxx just gave a nod as he looked at the others.

"Try to block off the streets, we'll need it to be in one place." Bloxx said as he went on ahead as the others nod. The Screegit, now getting larger, roared out as Bloxx went infront of it and turned into a large wall. "Hey Queen Drollie, that's far enough." The creature only spat acid at him, making him yell out in pain.

"ooh…that has to hurt…" Julie said with a cringe as Ship was flying down one of the segments of the road while Plugg got cars into another as the police blockades another part of the street with Rook in his human form, but still wearing his uniform.

"This is Will Harange, once again live at the scene." Will said on top of a roof top that overlooked this situation. "The creature has grown to an unmeasurable size and now the police is trying diligently to try and stop Ben Tennyson's newest rein of terror."

Rook heard this on his Plumber Badge as he asks, "Does he blame many things on Ben even when its not his fault?" Bloxx broke open a fire hydrant as he groaned a bit after washing off the acid.

"Ow…" He said with a groan as he glared at the Screegit as he jumped up, climbing up the spines on it's back, avoiding the leaking milk-like acid coming out of it as he went onto the head. He then stretched out his body and became a large dome-shaped form over the creature as he says, "Professor, now!"

"on my way, my boy!" sai Hokestar, now in the disguise of a human with dark tanned skin, thick auburn hair and mustache and wearing his usual attire as he slammed into the large creature as Pax and Kath stayed hidden, as they didn't have any ID masks.

"hurry up!" said Bloxx as he felt the creature starting to grow, but Hokestar pressed a button as the nitrogin got expelled out of the air in there as Bloxx felt it shirnk down. "professor?"

Hokestar panted a bit as he says, "Well…that should do it." He said, getting a device out. "You are free to let it go while we still got it." Bloxx nods as he shrunk down back to his usual size as the Screegit was back to a smaller size as the orb went over it ot keep it from growing again. "There you go, girl."

"So…it looks like it's a happy ending, as far as we can tell." Ben said as Pax noticed some Plumbers near him and Kath.

"Sorry Pax, but you DID make me and Ben break into Hokestar's house, so I think you got some explaining." Julie pointed out as Pax grumbled a bit as he and Kath went with the Plumbers that had arrived as Ben nods.

"So…whatn ow?" asked Plugg, looking at the Screegit with concern. "Everyone knows what the elixir was made form, boss."

"Indeed they do, Plugg my boy. I guess she can't stay with us any longer. Too bad, the girl was growing on me. " said Hokestar, petting the orb as the Screegit was now asleep. He looked at Ben's group and says, "I do believe that, as the one who was responsible for it's care, that I should take whatever punishment you can give me."

"Nah, it was my fault the thing got loose. Maybe we can put it in a nice animal sanctuary? It IS Rare, so I doubt we can just leave it in the wild for some poachers to get." Ben pointed out as Rook looked impressed.

"Wow that is…a rather kind and mature gesture, Ben. I am impressed." Rook said, crossing his arms with a smirk.

"What can I say, I do own up when I goofed up." Ben said as Julie gave him a faint smirk at this, as he says, "OK…sometimes I don't, but I am trying my best."

"Yes you are." Said Julie as she ruffled his hair a bit in a teasing sort of way. She looked at Hokestar and Plugg as she says, "And don't worry, once we got the transfer, you'll be allowed to visit her. You DID take care of her, after all." Hokestar and Plugg gave a nod at this, appreciating the offer as they headed off as Rook looked at them.

"Hmm…the methods the professor has makes sense on why he does what he does; he is intelligent, but is rather scatterbrained with potential consequences…but Pax is someone I do not get." Rook said, rubbing his chin at this.

"He means well, trust me. He helped me and the cadets out on Terradino." Julie reassured, as Ben watched Pax and Kath go with the other Plumbers.

"But that could make him more dangerous…after all, trouble can happen with the best of intentions…I speak from experience there." Ben said sheepishly, as the group nods at this.

However, a good few feet away from the battle, Khyber had watched it all go out as he nods. "Hmm…interesting. He has a soft side to him…that could be a weakness I can exploit." He grinned faintly at this as he chuckled a bit.

End of Episode 10

WOW this took awhile to make. Sorry for the wait on this, everyone. I am gonna work on osme of my other stories as well, but I just wanted to get this out of the way while I had the ideas flowing. I hope you enjoyed it and please Read, Review and Suggest away!


	11. In the Hot Seat

**Summary for the Chapter:**

> After a routine run with the cadets, Ben and the others meet with a missing Plumbers kid named Ester Farenite, a Kraaho/human hybrid. Despite stealing an item, that is not the true danger as her chief, Seebik, plans to release extreme heat onto Bellwood. Can ben and his team stop it, or will some small disagreements cause disarray.

Here’s another adventure with Ben and friends, this time with my take of the episode Hot Stretch, with the return of the other Plumber Cadets (So it’s known, imagine Adolherd’s voice actor as Seth Green of Mass Effect and Family Guy fame…though with his Leonardo voice more so than others). I do not own any of the characters except for my OCs, but even then, their species belong to man of Action unless said otherwise. Anyway, Enjoy!

In the Hot Seat

(Bellwood, USA. Le’Roy’s. September 19th, 12:03)

The air outside wasn’t a cool fall day, it was instead one of the hottest days of the year in Bellwood with many of the people wearing summer clothes instead of their usual attire to help beat the heat as many stood outside of various places to get some cold.

In a local café, with the words ‘Le’Roys’ written in the window, was currently Ben and his team, all groaning. Rook, while in his human form, looked particularly beat as he groans a bit. “Is it usually this warm on this planet, Ben?”

“Only here…the downside of living near a desert…” Ben said, wiping his forehead with his forearm, not wearing his jacket as it is too hot and wearing a pair of khaki shorts instead of his usual pair but still wearing his black shirt with the white stripe however, revealing a stylized ‘10’ on the back.

“Trust me, I am not a fan of this either…” Julie said, as Ship was currently in the form of a fan to help cool them off. Julie wore her Tennis uniform, as it was the best for beating the heat, which were a simple white short-sleeved shirt and a white skirt combination.

“Mmm, you kids look like you’re cooking.” A voice said as an older African American woman walked up, adjusting her glasses that sat across her chocolate-brown eyes. She took a pencil out of her salt-and-pepper hair and asks, “Take it you kids want something cold?”

“Yeah...a chocolate milkshake for me.” Ben said with a groan as Julie fanned herself lightly.

“Strawberry for me.” Julie said as the woman nods as she looks at Rook curiously.

“…Just water…large glass please. Keep the jug here.” Rook said as the woman nods as she wrote them down.

“Gotcha. I’ll get you kids some help to cool down.” The woman said, as she walked off as Ben waved to her with a nod.

“Thanks Mrs. Dalton.” Ben said as he heard the door open as Lucy walked in, groaning a bit as a young man with teal eyes, a yellow-orange shirt and pants combo with tanned skin and dark hair ash e sat down.

“Ugh…this ID mask itches in the heat.” Said the young man as he scratched his face a bit. It created an afterimage, revealing he to be Adolherd from moving the mask a bit from the scratching.

“At least you’re not flaking.” Lucy said with a groan, sitting down as she scratched her own arm, revealing some cracks were forming.

Louise saw this as she came back as she sprayed some moisture on Lucy, making her body start to regain the moisture, making her body regain some of it’s luster. “There you go, sweetheart.” Louise said with a smile as she sprayed Adolherd as he gave a nod.

“Thank you, Mrs. Dalton. Can I have some water?” Asked Lucy as Louise nods, pouring three glasses for the aliens and giving the two humans their shakes as they took sips.

“Aah.” Said Ben with a nod as he saw Julie getting out a handheld game and turning it on. “Kawakimon?” He asked in a teasing tone as she gave him a sly look.

“Says the guy who’s all about the Sumo Slammers? We all got shows we like, Ben.” Julie said with a shrug as she turned it on as she nods. “Plus I got two more Tournaments before I can get to the Final Frontier.”

“OOH, you like Kawakimon too? Which one is this? Amethyst or Garnet?” asked Lucy as she looked over as Julie showed her. “Amethyst, nice. I got the Garnet one myself.”

Rook looked at Ben with confusion as he says, “It’s a video game series from Japan, it’s also a TV series…it’s about collecting little monsters and training them to become bigger monsters. Apparently some of my smaller aliens look like the creatures.”

“I see.” Rook said with confusion clear on his face as he noticed the news was on TV as Julie played her game. Adolherd just rolled his eyes faintly at this as he took a sip of his water as he looked at the news as well.

“Can you please make the device louder, madam? It is hard to hear.” Adolherd requested as he took another sip of the water.

Louise turned up the volume as the news came on. “It’s gonna be a heck of a heat wave from today all till Sunday, so keep the sun block handy. In other news, a high-speed pursuit is in place right now. A woman wearing winter clothing has stolen a energy cell of sorts from GrandSmith Tower.”

“…GrandSmith Tower? Wasn’t that Nemesis Tower a few months ago before Grandpa Max’s friend bought Overlord’s company?” Lucy asked, getting up as Ben nods with a frown as Julie saved her game and put it away, nodding to Ship who turned back to normal.

“We have to go.” Adolherd said as the group went out as Adolherd and Lucy went to the Proto-Truk while Ben and Julie went to his car, Ship jumping into the backseat as both cars sped off.

Rook and Adolherd took off their masks, as Lucy turned her casual attire into her Plumber uniform. “OK, time for some actual patrolling!” said Lucy with a giddy grin. “First time going up against a real bad guy…on purpose!”

“Indeed. While Miss Yamamoto gets do this all the time, we are stuck at the academy with drill runs. We rarely get a chance to help in the field.” Adolherd said as Rook nods as he drove off, looking around as they saw the police and nod as Rook turned the Proto-Truk into its ship form. “This seems more…advanced than before.”

“I have made some improvements.” Rook said as he flew after the runner as Ben parked his car as he nods to Julie, who nods back.

“Ship, Flight mode please.” Julie said as Ship went over her, turning into a form-fitting jumpsuit with padded arms, legs and chest area with stylized wings on the back of her armor with small jets on the inside with stylized blasters on her wrists. She then flew ahead at this as the cops watched in shock.

The Sheriff, an older man with short brown hair and glasses, looked at Ben and says, “Be careful, Mister Tennyson. There’s something odd about that girl who stole the Nuclear Fusion device.”

“I’ll keep that in mind, Sheriff. Thanks.” Ben said as he looked through his aliens carefully and nods as he slammed down, turning into…”CRASHHOPPER!” He then jumps after the thief on foot.

Rook got out his radio as he says into it, “Thief, this is the Plumbers. If you surrender peacefully, we can do this civilly.”

Adolherd rolled his multiple eyes as he got up and went towards the back, his wings nod as he says, “I can handle this, and may you please open the hatch, Blonco?” Rook nods as he opened the back as Adolherd flew out.

Crashhopper followed the girl to a construction site as Adolherd and Julie kept up in the air. The figure in question wore a purple winter jacket with white fur on the hood area, akin to a parka, with dark violet gloves with white fur tufts on the cuffs and pink pants with black boots. She had pinkish skin and a dark violet visor over her face, but revealed her red-pink hair and a strange-looking crown that kept her visor on. “So, you’re the famous Ben 10, hmm?” She asked with a small smirk.

“Heh, yeah. That’s me all right, and you’re at the end of your ropes.” Crashhopper said, walking over to the girl as she looked around and smirked in a cocky way, similar to his own.

“Not likely, Ben.” She said as Crashhopper growled a bit as he jumped forward to Headbutt her, but she dodged with surprising ease as her visor fell off, revealing her face fully; she had dark pink eyes with thick white eyebrows and blue markings under her eyes. Ben’s eyes widen in shock at how young she looked, seeing that she was close to his age but yelled out in shock.

“Ben!” Julie said as she flew to catch him as Adolherd rolled his eyes as he flew at the thief. She grabbed him, as Ship gave a cry in shock as the three crashed into a pool, making Crashhopper and Julie groan a bit as the owner looked shocked.

“Uh…” Crashhopper said awkwardly as he gave a sheepish chuckle. “How about that heat, huh?” The woman screamed as she ran inside as Ben says, “How come I always get that response when I’m a bug alien?” Julie shrugs as her helmet retracted as she saw Adolherd grappling with the thief.

“Give back the engine, girl.” Adolherd growled as the girl suddenly slipped out of his grip, surprising him as she smirked, but then saw a metallic orb, glowing red hot now that it was exposed to the air, fall down from her over-arm container as Adolherd flew after it. Ben and Julie followed suit as the Proto-Truk landed as the orb bounced on the ground for a bit, with Crashhopper’s wings opening a bit to slow his descent down from the building and went towards it.

“Don’t touch it! Its over 400 degrees Celsius, it’s gonna fry you.” Rook warned as Lucy looked at it with concern as they saw the orb suddenly heat up, melting the road under it.

“Then how are we gonna get it before she takes it back? You got tongs in that glove compartment?” Lucy asked as they suddenly saw a stretchy purple arm grab it and take it back as Adolherd saw the girl with the orb in her hand, giving them a smirk.

“…Ok, just so I am sure, we all saw her pick that up without even noticing the heat, right?” Adolherd asked in clear confusion as the girl gave a smirk at them.

“It’s been fun with you Plumbers…but I gotta go. And Ben, I don’t think that form suits you. Bye~” she said as she jumped off, heading down as the group went after her.

“Was she…?” Lucy began but then saw Julie looked annoyed as she flew by, as she just gave a sigh. “Yep, she was.” She answered her own question as Rook got out his scanner as he motions ahead as the group went towards a sewer as Rook noticed Ben was still as Crashhopper.

“Are you going to stay as Crashhopper?” asked Rook as the insectoid alien just shrugs.

“At least until the Omnitrix times out.” Crashhopper as a beeping is heard as he turned back to normal. “And there we go.”

Rook chuckled a bit as he says, “I do believe our thief will have preferred this Ben Tennyson more.” Ben gave him a confused look as Rook says, “I do believe she showed interest in a different form.”

“Hmm…maybe she meant Ditto. He’s my cutest alien according to the fansites.” Ben said, as Julie just looked annoyed as she went ahead.

“Come on, let’s go.” Julie said as Rook raised an eyebrow as Lucy walked by Rook, giving him a flat look.

“You got no tact, you know that?” She said as Rook realized what he had said as he gave a nod.

“Apologies, I meant no ill will. I was, as you would say, ‘messing around.’” Rook said as Ben shrugs at this.

“Like you know anything about girls. Besides, I’m with Julie, remember?” Ben pointed out as Julie calmed down slightly at that but still had a faintly annoyed look as Adolherd just sighed.

“Be careful what you wish for, Adolherd…you wanted a mission, you get tension between mates…” Adolherd muttered as he followed after them. They went towards Undertown as Adolherd groaned a bit from the heat down there.

“Man, it’s hot here too…” Ben said as Rook looked around and saw a device near by. “The scan is going there, huh?”

“Indeed…an old Thermal engine. Space junk.” Rook said with a sigh as a squid alien came out at this.

“Not junk, a bargain. 12 Taydens if that’s agreeable.” Said the alien with a smirk as Ben just sighed as he got out a couple taydens and got some water bottles and passed them out.

“Thanks…” Said Lucy as she drank some water before splashing herself to keep herself moist. “Ugh…it’s like a clay bake oven down here…”

“Hmm…I could recalibrate…” Rook said as Ben stopped him as he pointed upwards as the group saw the girl as they nod. They then ran ahead as Lucy stretched up, taking Ben and Rook with her as Adolherd and Julie flew after them, landing on the large pipe.

She ran ahead before seeing a danger sign, which made the pink girl stop as Adolherd says, “Freeze!” as he and Lucy got their blasters. Ship turned into his default armor as Julie glared at the girl.

“Turn around slowly with your appendages in the air. And no stretching, missy.” Lucy warned with her plumber badge out as Ben and Rook also got into a stance, Julie aiming her blaster as the girl turned.

“Hmm…so you’re human now, hmm?” The girl asked in a flirty tone to Ben, who just shrugs.

“Yeah, I do that.” Ben said with a shrug as he got the Omnitrix ready to go as Rook got his Proto-Tool out.

“Give us the Fusion device. It is not yours nor should it be out in the open.” Rook said, as the girl looked to the side as she gave a small smirk.

“And if I said I can’t?” she asked as Lucy looked at the area around her.

“Eyeah…not an option, missy. There’s five of us-six if you count the sentient battle armor-and one of you.” Lucy said as the girl jumped back and did a flip before landing across the way.

“One is enough.” Ester smirked as Ben slammed down, making his body grow in size as he took the form of a humanoid robot shape before the armor began to crack and release something much larger; he now took the form of a tall, humanoid beetle with a long curved horn with a strange glow in the middle of it, dark green eyes, three-clawed hands and two-clawed feet and having the Omnitrix symbol on his chest on top of what looks like a white torso, but also wearing black cuffs on his hands and feet with the white shirt that was over his chest area.

“EATLE! What the?” Eatle asked, as he looked himself over. “OK…first a lot of my aliens are getting the jumpsuits back, then Swampfire looks different than before and now I’m a giant bug. What the heck is going on with this new Omnitrix?”

“Maybe you’re aliens are maturing? You ARE almost 18, Ben.” Lucy pointed out as she says; “A lot of aliens do finish their growing stages when they are getting close to the genetically mature age.”

“Emphasis on ‘genetically mature’.” Julie teased as Eatle rolled his eyes as he glared at the girl, as he took a part of the sign and chomped on it. He gulped it down as his horn glowed a bit.

“Whatever. Eat this, lady!” said Eatle as he and the others began to fire energy blasts as she easily dodged, stretching around them with ease. “OK, how am I going against a rubbery alien as a walking artillery?”

“You’re right. She is almost impossible to get. Ugh, I just wish that we had someone that can at least match her.” Said Lucy…who resulted in the others staring at her oddly. She then realized what she said as she face palmed. “D’oh, my bad. One sec.” She said as she stretched over and grabbed at the pink girl and threw her aside, making her grunt. Lucy panted a bit as she stretched back to her usual size as she groaned a bit, her body cracking slightly.

“Nice job, Lucy.” Said Eatle as he came down with the others, as they surrounded her. “You better surrender, sister. Or else.”

“Hmm, you think I can just hand this over?” asked the girl as the pipe they were on began to crack a bit, making them all look down at this.

“…I hate Murphy’s law sometimes…” Eatle said flatly as the group all shouted as they fell, making tem all groan a bit as Eatle noticed the container was near him as he took it and raised it in the air. “Got it!”

Ugh…good for you, Ben…now get off.” Said Rook as Eatle got off of Ben as Lucy reconstituted herself from being a splattered mess on the ground, as Adolherd and Julie both groaned.

“Get off of her.” Said a gruff voice as the group all turned in confusion as Julie got off of the pink girl, who just smirked. In front of them were many humanoids in tribal parkas with claws and teeth necklaces, dark violet skin with dark violet marks on their faces and violet eyes.

The source of the voice was a 7 foot tall humanoid with the same characteristics of the girl but was much more muscular with a thick jaw line, violet hair tied into a low ponytail and a thick eyebrows and an ape-esque nose. “Ester, come here with the device. Now.”

“So he’s the mastermind?” Adolherd asked as Eatle glared at the tall alien as his Omnitrix timed out.

“Really, NOW?” Ben asked as a yellow energy flowed out and went over the man, who growled in annoyance at this. “OK, I’ll bite, who the heck are you guys?”

“We are the Kraaho. I am Seebik, the tribal chief.” Seebik said, crossing his arms as he heard shivering, making him turn to a very portly Kraaho wearing the thickest parka of the group with a scarf over his mouth.

“S-Sir, can we move this along? I’m getting cold out here…” said the man as Adolherd looked confused.

“It’s cold…to them? But it’s over 100 degrees.” Adolherd said as Ester took the device quickly and tossed it over to Seebik, who stretched to catch it, surprising them.

“So who else here is made of rubber?” Asked Lucy as she wiped her brow as Ester just gave a smirk.

“Only the Winners.” Said Ester as Seebik frowned at this as he motions her over as Ben got his Omnitrix out, but saw it was still charging.

“Ugh…If the Omnitrix was still fully charged, you’d be in al to of trouble.” Ben said with a glare as Ester just chuckled a bit as the others aimed their weapons.

“Look, we are not here to cause any harm. How about we all just go on our own ways. Besides, it was fun, Ben. Hope to see you around. Here, or anywhere.” Ester said, as Ben raised an eyebrow while Julie gave a faint growl in annoyance. Rook just face palmed at this.

“Ester, stop talking with those Cold cuts.” Seebik said as Ester looked at them for a moment as Lucy noticed something.

“What do you guys make of this?” Lucy asked as Rook rubbed his chin in thought.

“Clearly they are tungsten-based…chemically, of course. They likely need the extreme heat that comes from living underground…” Rook said with a frown as Seebik frowned as he looks at them.

“Hmm…Ester, go back to the hotspot. Warriors…eliminate the outsiders.” Seebik said calmly as his warriors raised their guns, as Ester went wide-eyed in shock, as the others looked concerned.

“Seebik, you cannot. That’s Ben Tennyson over there.” Ester said as Ben motioned to the others with him.

“And my friends here! Hello, we’re plumbers. Killing cops is a big no-no on Earth.” Said Ben as Julie and Rook gave him a small smile at that while Adolherd glared at this.

“This isn’t the Kraaho way, Seebik.” Ester said as Seebik gave Ester a dark glare as she flinched a bit.

“The Kraaho way is what I say it is. Now, go back to the Hotspot.” Seebik said in a commanding tone as she looked down and headed off as Julie glared.

“Hey, you can’t talk to her like that.” Julie said as Ben nods as he saw the Omnitrix was fully charged as he saw them…linking arms and stomping on the ground, confusing the group.

“…Wha…what are they doing? I thought they were gonna finish us off…” said Adolherd, clearly confused by this behavior.

“They must want to use a spiritualized…’offing’ of sorts.” Rook said as Ben slammed down, turning into Gravattack as he glared.

“Gravattack!” Gravattack said as he glared at Seebik and his cronies as he lifted them into the air. “OK, time to teach you some manners, bud.” He then slammed them down as he smirked at this…before he timed out. “Huh?”

“Is the Omnitrix damaged or something?” Adolherd asked in confusion, as he looked it over as Lucy shrugs.

“Maybe whatever it did earlier made the battery go wonky?” Lucy suggested as the Kraaho groaned…before a large jet of water hit them, making them cry out in sudden cold, making the group look up to see Ester on top of a pipe’s valve, making mist come off of them.

“Sorry Seebik, but I cannot allow you to harm them. Come on.” Said Ester, grabbing Ben’s hand as Ship turned back to normal as the group took off after her. “This way, I know a place where they cannot follow.” Seebik growled at this, angered.

In a near-by sewer, Adolherd looked behind him as he says, “It looks like we lost them…”

“We can’t runaway. It’s not the problem if they’re made of tungsten or…tuna fish or whatever. We got to stop them from whatever they got planned.” Ben said as Ester looked confused.

“They have what they want, they won’t be any trouble.” Ester said, when suddenly she noticed energy cuffs on her wrists as Lucy began to pat her down. “…What are you doing? Is this how Lenopans treat those who help them?”

“When it’s a civilian thing, no. BUT you did evade capture from official plumber agents, so we got reasonable suspicion. Plus you’ve got information we can need to arrest those other Kraaho. Just seeing if you got any evidence on you.” Lucy said as she pat her down and felt something in her pocket.

“Plus it’s procedure to make sure you don’t have any weapons on you.” Rook explained as Lucy pulled out an odd-looking necklace with a metallic circle on the end of it.

“That’s my mother’s, give me that.” Said Ester as Lucy looked at it confused. She then took out her own Plumber Badge and looked the two over.

“Weird…your necklace looks a lot like a Plumber’s badge…only without the symbol…I wonder…Julie, think Ship can recharge this one?” Lucy asked as Ship poked it, concentrating with a green energy going into it. Suddenly the metallic object glowed, revealing it was indeed a Plumber’s badge.

“…You’re mom…was a PLUMBER?” asked Ben in shock as Ester gave a sheepish laugh.

“So there was a Plumber’s kid in Bellwood this whole time?” Julie asked in equal surprise, as Lucy looked it over.

“Yep, this is official alright…you better come with us somewhere. Where were you gonna take us…Ester, right?” Lucy asked as Ester motioned them along. The group went to the surface, near an alleyway as Ester got up onto the surface first as the others followed.

“It’s too cold up here for the other Kraaho to follow us, so we should be safe here.” Ester said as Adolherd sighed a bit, pressing a button on his badge as the cuffs turned off, turning into a pair of light blue bracelets around her wrists.

“Of course…it’s only about 100 degrees…in the shade.” Ben said flatly as he noticed something about the alley; it was set up like a soccer field with a big wooden fence hiding anyone else.

“Hey Ester!” said a voice as a blur came in and suddenly the group found themselves surrounded by Kinecelerans. The source of the voice was a familiar little Kineceleran, the same one Ben and Julie saw in Undertown, now wearing a pink shirt with a white cat-like creature on it.

“Hey ML-E.” Ester said, patting the girl’s head, making her giggle a bit. Ester looked at hem and says, “These are my friends; the little one here is ML-E. And this is her cousin K8-E.” Ester said, introducing a teen one who gave a wave. “The boys are N-8.” A tattooed one gave a small wave, a cocky smirk on his face. “DJ.” One peaked out of his sock-esque hat as he gave a wave. “E-N.” A kid in a yellow tracksuit gave a wave at this. “And finally, N-D.” A kid wearing a helmet similar to XLR8’s and wearing a violet long-sleeved shirt and jeans gave a wave.

“…WOW…you got a lot of friends…rather young, as well…”Adolherd said awkwardly, rubbing his head at this as Rook gave them a wave as well. The four younger of the kids ran towards Ben, looking excited while K8-E and N-8 just chuckled.

“Cool! /You’re Ben 10! /You’re awesome!” The three boys said as ML-E skated towards a ball before coming over.

“Hey, ya want to play? ML-E asked as she got out a soccer ball. “Boys on girls. 5 on 5 maybe?” she asked in a somewhat shy tone, looking up at Ben with hopeful eyes as Ben rubbed the back of his head, unsure if he can say no to the young alien.

“Uh…sure.” Said Ben with a shrug as he looks at the others. “If that’s OK with you guys.”

“Oh, why not. It’s not like we have any other pressing matters.” Said Adolherd as Lucy stretched her neck over.

“Lets play along to keep an eye on this Ester girl…” Lucy whispered as Adolherd nods as Lucy and Julie went onto the girl side while Ben went onto the boy’s side.

“Ok, I’ll be the goalie on my team, N-8 will be the goalie for the boys if that’s fair.” Ester said with a smirk as she took off her jacket, revealing her black long-sleeved sweater as she smirked.

“OK…” Ben said as Julie turned Ship not speed mode as Lucy powered up as Rook stood by, keeping an eye on Ester.

“GO!” Said Ester as the blue blurs suddenly began to move, making Ben yell out as he was spinning a bit as he slammed down, turning into XLR8. “XLR8! OK, time to even the score!” XLR8 said as he sped forward.

Julie kicked the ball, thankful that Ship didn’t give her the discs for her legs as she kicked it, but DJ head butted it, but ML-E used her tail to smack it aside but XLR8 got it as he sent ti towards the goal, with Ester trying to get it but failing. XLR8 smirked at this as he says, “and that, lady, is why I’m the MVP of the Bellwood High Soccer team!”

“Heh, you wouldn’t be so tough if we were playing Tennis.” Julie pointed out as XLR8 gave a shrug there.

“Heh, fair point. Though I think we’d be pretty even if we played Baseball…though with their speed, I doubt that it would be that hard.” XLR8 said as he noticed the kids were groaning a bit. “What’s up you guys?”

“The heat is kinda making it…a lot harder to go full speed.” K8-E explained as she whipped her brow, adjusting her necklace a bit to let some air through. XLR8 nods as he tapped his chin in though…and got an idea as he slammed down on his chest, turning into Water Hazard.

“Water Hazard!” Water Hazard as he stretched a bit. “Lets get you all cooled off, ok?” He said as he sprayed water in the air to help cool the Kinecelerans, who cheered a bit at this as Julie smiled at this sight. Ester shivered a bit from the moisture in the air, breathing out a bit.

“If you don’t mind my asking…since Kraaho need extreme heat to survive, how come you’re only slightly cold?” asked Lucy, curious as Ester looked at Lucy with a shrug.

“I’m half Kraaho…my mother was a human agent of the Plumbers, and my father was a Kraaho. He…died when I was very young, Seebik raised me in his place.” Ester explained as Julie nods, understanding a bit as she sat down next to her.

“That explains why he said all that stuff to you…but why were you so adamant of not letting us get the fusion device? That is nuclear power after all, and you did take it.” Julie said as Ester sighed a bit.

“The other Kraaho just want it to be warm. Planet Earth is the only sustainable planet in this part of the galaxy, but it’s nowhere near as warm as the home world. We were going to be slaves to a group of pirates, you see, but the Plumbers were able save us. We got the Hotspot as a place to live here. Since then, we have lived on Earth.”

“And likely you’re planet is galaxies away, so you can’t just go back there...why not find a warmer planet?” Lucy asked as Ester shrugs.

“The only two warm planets in this galaxy that could sustain us are Venus and Mercury…but they don’t have a sustainable atmosphere. So yeah, kinda stuck here unless we want to move to Pyros, but that’s a literal star.” Ester said as she noticed ML-E, N-8 and DJ were playing jump rope. She chuckled as she went over to have some fun to get her mind off of this.

Rook watched her as he stood by Ben, crossing his arms. “She seems to like you, Bendude.”

“Rook, I told you, I’m with Julie. Besides, you’ve seen how she is. She’s not a bad guy.” Ben pointed out as Adolherd nods as he looks at Ben.

“My brother, Reinassic, has told me that you have a kind heart Ben Tennyson. But that can blind you at times from what needs to be done. She knows what the Kraaho have planned, and we need to know what it is.” Adolherd said, as Ben looked unsure as he watched Ester play with the young Kinecelerans.

“Indeed. Be the hero Ben, before I have to poop this party.” Rook said…as Adolherd gave him a disturbed look.

“…I am not good with Earth expressions and even I know that you’re not using that one right…” Adolherd muttered with a disgusted tone.

(The Hotspot, Undertown. September 19th, 15:03)

Seebik followed his men towards a large drill-like device hidden from a village that was near a large molten area, likely near the base of a mostly inactive lava tube, as many Kraaho were working on a large drill-like device as the orb was put into it.

“Lackno, are we ready?” asked Seebik as the over weight Kraaho, Lackno, nods as he looks down. “What is wrong?”

“I am just unsure about this, sir. I mean…I want to get warm as well, but this is a bit extreme.” Seebik glared at Lackno, making him back up a bit as a warrior spoke up.

“We got it, sir.” A Kraaho said as Seebik nods, smirking a bit as magma began to creep out of the ground.

Seebik smirked as he says, “Good…if we cannot go back home, we may as well make this new one more habitable for us. And if anyone has any problem…well, as I have always said, my word is law.” He looked at this as he says, “So, how long before this comes to Topside?”

“You mean, Bellwood sir?” Lackno asked as the magma was sent through a tunnel, as he smirked.

“Soon…it’ll be ‘New Bellwood.’” Seebik said with a dark chuckle as Lackno nods, looking down a bit at this as the magma flowed up towards the surface.

(Back on the Surface. September 19th, 15:08)

The ground shook, making the six kids yell out in surprise as the group turned and saw that many people were running as lava began to creep out of the ground, making the asphalt melt under it and cars to get eaten by the glowing flow.

“Oh no…I-I didn’t think…” Ester began as Rook gave her a frown.

“That Seebik would do something like this? He is the master mind, isn’t he?” Rook asked as Ester looked down as Ben walked up at this.

“We don’t have time to point fingers, we gotta get the people off of the streets.” Ben said as he looks at the kids. “Can you kids help us get the people off of the streets and out of their cars? Lucy, you and Adolherd help them out.” The two nod as they went off with the six speedsters.

“What about us?” Julie asked as Ben looked at the Lava in concern as he looks at Rook, who just smirked as he adjusted, making the Proto-Tool change up a bit.

“I have made some modifications since the Animo situation with the fire ants; I have added a freeze ray function to the Proto-Tool.” Rook said as he fired a light blue blast of energy at the lava, hoping to cool some of it down as Julie nods to Ship, who nods back as he went over her.

Ship took the form of a heavily armored suit that looks akin to a Fire Fighter’s fire suit with a tinted square visor with Ships eye under it and the markings glowing a bit to help protect against the high heat as two wrist mounted guns appeared and collected some moisture out of the air from earlier and began to fire out a high-pressured mist at the lava to try and solidify it.

Ben looked through the Omnitrix and slammed down, growing in size until he was about the size of Wildmutt, but is much more reptilian in appearance with light blue scales with dark blue gills on his neck, shark-like teeth, three dorsal fins on his back, with black stripes over his slanted yellow-green eyes, the Omnitrix being on his right arm. “ARTIQUANA!” He said with a gruff, whispery voice as he inhaled before releasing a powerful blast of icy energy as Ester watched them work, seeing Adolherd lifting some people into the air and onto rooftops as Lucy stretched people into higher ground with the other Kineceleran kids as Artiquana took some breaths as he nods to the crystallized lava.

“OK…that should do it…” Artiquana said before noticing the lava was still coming.

“Well, it is ineffective. I do not think my proto-tool or Ship have enough power to stop an entire lava flow.” Said Rook as Ben got an idea and slammed down on the Omnitrix symbol, turning into a familiar dragon fly-like alien.

“Sandbox!” Sandbox said as he flew to the ground and began to slash away at the ground, making a funnel of sorts as the people from above saw this as the Kinecelerans came back, confused. The lava got closer, but began to fill the funnel as he led it to a river. “OK, that should do it…but gotta make sure that the flow works right…” He flew back at this.

“WE got as many people away from the streets, now what?” K8-E asked in curiosity as N-8 looked nervously at this.

“Dude…whoever is doing this, it ain’t gonna be pretty if we don’t slow it down.” N-8 said as Sandbox nods as he looks at the two teenage reptilians.

“Look, you two. I need your help here. You two are older, so you have better control of your speed powers, right?” Sandbox asked as the two nods at this. “Good; create a vortex with your arms, like I do as XLR8.”

“Wait, you want them to do what?” Asked Ester in surprise as Adolherd looked at the lava coming closer.

“If you have a better idea, lets hear it. We need to slow that as much as we can until back up arrives.” Adolherd said as Ester looked at the two with concern, who were a little worried.

“Look, you two. I know it’s not easy, but if you want to help your families and friends back in Undertown before that lava gets there, you must help us out. Please.” Sandbox said as the two looked at each other…and gave a nod as Sandbox slammed on his chest, turning back into XLR8.

“OK…now!” said XLR8 as he, K8-E and N-8 spun their arms outward, creating three blue vortexes to send the lava towards the funnel, as they nod to the others as they made sure to keep that flow going as XLR8 came off of it. “Helen will be here soon to help out keep it up. ML-E, you and the kids keep an eye out for any stragglers but keep out of sight.” They nod at this as the four kids sped off as XLR8 turned back to normal.

“OK Ester, we are serious here. We need to get there, now.” Julie said as Ester looked unsure.

“You’re asking me to betray my people…” Ester said as Rook walked over and put a comforting hand on Ester’s shoulder.

“They have already betrayed you, Ester.” Rook pointed out as Ester looked at them all.

“Please Ester, a lot of innocent lives are gonna be in a lot of trouble if we don’t.” Ben said…as Ester gave a confirmed nod at this. She motions them along, heading to the underground base.

(At the Hotspot. September 19th, 15:30)

Seebik smirked as his warriors were gearing up for an invasion of sorts as he says, “Soon my friends, we shall conquer new Bellwood…once we remove the stragglers. Soon, we shall have enough power to create one to make this world into our own.”

“Seebik!” a voice said as Seebik turned to see Ester, looking livid as she walked in at this as Seebik scowled at her, seeing that she was now wearing her Plumber Badge necklace around her neck. “You cannot do this, this is not your planet to conquer.”

“How long can we stay in this hole, Ester? A generation, or maybe two, I think not. We need a world, Ester, not some hole the Plumbers gave us when you were a mere child.” Seebik growled as he noticed Ben walking up from behind her, same as Rook, Julie, Ship, Adolherd and Lucy, the latter of two now in full Plumber gear again. “The Cold cuts?”

“Seebik, you and your warriors are under arrest. Settle this peacefully or we will be forced to use force.” Rook warned as he, Lucy and Adolherd aimed their weapons as Seebik’s men all aired their weapons as well.

“Why does no one try and do the peaceful route?” Ben asked as he looked through his Omnitrix and slammed down as his body grew in size, now at Seebik’s size. He now had blue-purple skin, violet hair tied in a ponytail, yellow-green eyes with silted eyes, shaggy white eyebrows and purple marks on his face, and wearing a black parka with a white stripe going down the middle, a black hood with white fuzz on it, black and white boots and gloves and having an Omnitrix symbol attached to a belt that keeps his pants up.

“HotStretch!” Ben’s new form said, as he looked himself over. “Heh, a Kraaho. Nice. Now it’s an even playing field.”

“I got Seebik…you guys get to the generator.” Ester said as the Plumbers nod as Adolherd grabbed a near by Kraaho soldier and threw her aside, making him roar out as he charged.

Lucy slicked around and stretched out, punching aside two of them. She glared as Rook jumped over her, his proto-tool now a bo-staff as he slammed into it a duo of them as Julie fired icy energy from her Extreme-Temp suit to slow them down.

HotStretch moved quickly, jumping around freely as he slammed his legs down and stretched as he looked at the fusion engine. “Ok…I need something that can better work with the radiation…but worry about that later.” He said as he slammed his fists around, expanding his fists to make them go back a bit.

Ester glared as she ran at Seebik, kicking him in the stomach, making him grunt a bit as he growled as he swung a fist her way, making her yell out as she was sent back, her tiara falling off. She glared as she wiped her lip before charging at him, stretching her fist to make contact with his face, making him yell out.

Rook panted as the heat began to effect him, his fur matting a bit from the sweat as he swung his bo-staff as Lucy groaned a bit, her body starting to crack up slightly as her body began to dry while Adolherd coughed a bit, slamming a Kraaho aside as his body began to become more withered. “Hurry, Ben…” Said Rook as he slammed his bo-staff against one of the others as Julie saw this.

“Guys!” said Julie as she went over and began to spray the cooling mist at a lower setting to try and help them out, looking at HotStretch in concern as he stretched up and onto the main part of the drill before slamming down on his Omnitrix symbol.

“NRG!” NRG said as he began to slam his fist against the device holding the engine as his hands glowed dark red, as Seebik held Ester in a lock.

“Get that cold cut away from the engine!” Seebik said as Ester elbowed him in the stomach before throwing him down, using his weight against him as three Kraaho grab NRG and pull him down, making him yell out as he hit the ground with a loud thud.

“Ben!” Julie said in concern as Ship groaned a bit, his power going down as the other three groan a bit from the heat as the three hold NRG down.

“Please, do not remove ze armor! Zat vill destroy NRG!” NRG said in a panicked tone as the three warriors smirked as the female tugged hard and opened him up…revealing a dark orange glow as a being made of dark red energy came out, his eyes shining bright green eyes and having the Omnitrix insignia on his chest on a black jumpsuit. “Heheh, shmucks.” He then flew over to the top of the drill again and melted right through.

“Do not let him-“ Before Seebik could finish, he saw NRG grab the Fusion Engine and…swallowed it hole, absorbing the radiation inside of it. “Do…that…”

NRG belched a bit, releasing a small flame as he coughed a bit. “Zat iz good fusion engine.” He said as glared at the remaining Kraaho and fired a blast of energy from his hands, making a ring of fire go around them. “You like ze heat, zen stay in it.” He then pushed the drill over, knocking it into the lava flow, the metal melting to cover the hole. He then flew back into the containment suit as the villagers came to see all this chaos as Ester kicked Seebik one final time, making him groan a bit.

“So…you have won…now what?” Asked Seebik with a groan as Ester glared at him as the villagers looked at this with shock as Lackno walked over, handing something to a groaning Rook.

“Here, These are the plans he had.” Lackno said as he sighed. “I am…sorry for this, Ester. I didn’t mean to betray your father as I did."

“You’re OK, Lackno…you didn’t think he would get this far either, like I did…” said Ester as Ben walked over, looking at Ester in confusion.

“Who was your dad, anyway?” Ben asked as Ester picked up the Tiara and dusted it off, placing it back on her head.

“He was the chief before Seebik…he met my mother when the Plumbers saved him and this tribe and brought them here to Earth…your Grandfather and his old partner helped us relocate here when the Kraaho first arrived.”

Adolherd groaned a bit as he and Lucy got up as they got their weapons out. “Seebik…you have the right to remain…Silent…” Said Adolherd with a faint groan.

“Because you and your warriors are under arrest for theft of nuclear-grade machinery, attempted invasion and, to top it off, endangerment of innocent lives.” Lucy said as Seebik got up with a glare.

“You think…you can stop met hat easily-“ Before he could finish, an egg-shaped item hit him, making him cry out as he was sucked into it.

“Yeah…yeah we do.” Ben said with a nod as he noticed the people bowing before Ester, who looked surprised.

“What’s going on?” Ester asked as Lackno walked over, carrying over Seebik’s blue coat.

“You have defeated Seebik in Battle, you are now the chief, Ester Farenite. What do you decree the Kraaho way to be?” Lackno asked as Ester looked at the others and smiled as she looked at her people as Julie collected those who were loyal to Seebik, who pointed her icy guns at them.

“Coexistence with those on the surface. We can live with Undertown, not enslave it. Let us not be like those who stranded us here. Let us work for a better tomorrow.” Ester said as she walked over to Ben and the others as she put her wrists out. “And I’ll do the first…by doing my own time.”

“Actually…lets go talk to Grandpa Max…I think these three need a cool off.” Ben said as they nod, as Rook groaned a bit as Ben helped him up. “Come on, Partner…” Ester went over to his other side and helped Rook out as Julie led the Kraaho away with Adolherd and Lucy, who were looking a little out of shape.

(Plumbers HQ. September 19th, 16:03)

Rook sighed a bit as he was resting in a mini-pool full of ice water to cool his overheated fur as Adolherd had root-like extensions coming out of his chest to absorb some moisture out of some water to help rejuvenate his body.

“Well, luckily no one was badly injured, thanks to your team’s quick thinking, Ben.” Cooper said as he looked over the schematics. “Lucy is handing Seebik over to the Plumber holding cells as we speak.”

“That’s good. I hope he’s locked up for good…what about Ester?” Ben asked as Cooper looked at Ben at this.

“Heh, don’t worry. She’s with Magister Tennyson and Patelliday right now. Hey Blukic, Driba. How are our patients doing?” Cooper asked the two Galvin techs, who looked up at this.

“Rook Blonco and Adolherd Deralla are doing fine.” Blukic said with a hand wave. “You were lucky you were able to get them here or else they would have been severely dehydrated.”

“But we are able to help get these two back to working condition soon. Lucy Mann though has to go through some…healing properties in sick bay to remove the cracking skin.” Driba said with a slight shudder at that idea.

“Thanks.” Ben said as he and Cooper went into another room where Ester was with Julie, Max and Patelliday.

“Well, Miss Farenite. You’re lucky you’re just a minor in this situation, plus you DID help stop Seebik…so I am thinking for stealing the Fusion engine…which Ben ate I might add…” Patelliday said, giving Ben a stink eye as he gave a nervous chuckle as Cooper just rolled his eyes. “I am thinking that a sentence of community service would be fine.”

“That seems fair, how so?” Ester asked as Ben walked over and put a hand out.

“How about as a reserve in my team? I think your street smarts can be a big help in keeping Undertown safe. Plus I think you’d want to do your mom proud, right?” Ben said with a small smile, as Ester blushed at the extension as she shook his hand.

“Yeah, I would be OK with that.” Said Ester as Julie gave a slight frown as Ester leaned closer to her. “And don’t worry, I’m not gonna steal him…but that doesn’t mean I can’t have fun at his expense.” She gave a teasing wink to Julie as she noticed the game pad she had in her pocket. “Ooh, what’s this?” She asked as she took the game pad and turned it on. “No way, you like Kawakimon too?”

“You’re a fan?” asked Julie as the two walked off as they talked about it, Ben staring at this.

“…My girlfriend is now becoming friends with a girl with a slight crush on me…GREAT…” Ben said flatly as he says, “This is gonna get awkward, huh?”

“Eyeah, big time.” Cooper said as he walked off as he adds, “Better you than me, pal.”

“Wha-Cooper!” said Ben in annoyance as the blonde teen just laughed at this as the two older Plumbers just chuckled at this.

(Meanwhile…at GrandSmith Labs. September 19th, 16:20)

Khyber and his pet walked through the wrecked lab, going through police tap as he did as he looked around as Orianus flew down, something in hand. “You found the final component?”

“Had to wait for the earth Redspots to leave, but I got it.” Orianus said, showing a circular device. “Now we just need the brains to finish the job.”

“Ooh dear, I hate to see what brains you thinks of.” Said a voice as Skurd came out of Khyber’s armor, raising an eyebrow at this.

“Shut it, Slime bucket.” Orianus said with a glare as the two glared at each other as Khyber sighed a bit.

“You two stop bickering now.” Khyber said calmly as he says, “I know the man for the job…or should I say…Galvin.” He said as he showed an image from an old video file he stole from Plumbers HQ awhile back: showing Ben as a kid fighting against a shadowed figure firing missiles.

End of Episode 11

Well, it’s surprising I wrote this all in one day, huh? Ah well, may as well give you the lowdown on the newly introduced HotStretch, huh?

HotStretch: A humanoid being with blue-purple skin, violet hair tied in a ponytail, yellow-green eyes with silted eyes, shaggy white eyebrows and purple marks on his face, and wearing a black parka with a white stripe going down the middle, a black hood with white fuzz on it, black and white boots and gloves and having an Omnitrix symbol attached to a belt that keeps his pants up. Jacket can be removed in much warmer temperature to reveal a simple white sleeveless shirt with black lines on it with bandages wrapped around his upper forearm.

Powers: Elastic limbs that can stretch far distances, super human strength and agility, a high jump thanks to rubbery legs, expert climbing skills, extreme resistance to heat-based attacks.

Weaknesses: Can be chilled in below magma-level heat, can be tied up with his own elastic limbs, and can be rendered immobile if temperature is too cold for them to move

Voice: John DiMagio

Anyway, I hoped you enjoyed this review and please Read, Review and suggest away!


	12. Sublimino Messages

**Summary for the Chapter:**

> after a run in with Jimmy Jones in BAumann's store, Ben finds out that some people have been acting strange. Upon th enext day, he discovers it was the plot of his old foe Sublimino. Can he stop the hypnotist or will Bellwood be under his thrawl?

Yes, I know it feels like I’m stalling for time here, but I still got to build up to the big Predators and Prey two parter so that way it will be done right in this take. For here, this chapter is just in time for something around Halloween as it brings back an old favorite of the Original Series. After this, another chapter that will directly link to the two-parter will commence. I want it to be good, so I do not want to rush it. So please bare with me. Anyway, you know how it is, I do not own anything except for my own OCs. So enjoy!

Sublimino Messages

(Bellwood, USA. Baumann’s Grocery. October 1st, 12:03)

Various people were looking around the store, many of them wearing casual attire as they all looked at each other with a smile and were showing others what they were getting. However, someone snuck into the building with a camera in hand.

“OK, time to make the announcement big! It’s the time to reveal the biggest hub of alien activity. Wait, I think I see one…” A young boy said into a recording device as he went towards that area, looking around as he saw something was putting up on shelves.

“Hmm?” the alien said as he turned to reveal himself to be…Ben as Fourarms with black hair tied into a small ponytail, and wearing a black vest which showed a tattoo-like mark that went down the middle of his chest, dark yellow-green eyes and white and black stripped wrist bands on his wrists and a noticeable scowl on his face when he saw him, since he was also wearing a dark violet apron with a stylized ‘B’ on it and a dark pink and green cap.

“Jimmy? What the heck are you doing here?” Fourarms asked as one of his lower arms grabbed the camera and gave him a look as he put the stuff away as he glowed, turning back into Ben. “Are you trying to snoop around Baumann’s store?”

“Well, uh…” Jimmy said sheepishly as Ben looked around as he motions him along as Jimmy looked downcast as Baumann was cleaning his counter as he looked at Ben.

“Are you done stocking up, Ben?” Baumann asked as Ben nods as he gave him the camera, the older man giving Jimmy a frown when he saw him. “You’re little friend snooping around?”

“Well, I heard that there was apparently three aliens walking into this store a few weeks ago so I wanted to see why they would bother attacking this place. And of course there was that freak attack at the high school and that sudden eruption under the city even though there’s no active volcanos. The people have the right to know.” Jimmy said as Baumann sighed at this, rubbing his temple.

“Jimmy, its not that simple. There are things going on that are REALLY complex. And we can’t take it lightly or else things may happen to good people.” Ben said as Jimmy was about to say something as Ben adds in a whisper, “Yes Aliens are technically people, Jimmy. Not all of them are out to take over the planet.”

Jimmy nods, understanding as Baumann gave him back the camera, as the older man says, “Look, I can understand you’re interested in the weird stuff that goes on in this town, but this is the top of the mill here since Ben got the Omnitrix. They’ve been coming here for awhile even before then and to other places and they’re usually very peaceful.”

Suddenly a sound came from outside as the three turned to see someone had blown a hole in a wall near by as Ben frowned, taking off his uniform. “I got this, Mr. Baumann.” Baumann nods as Ben slams down on the Omnitrix, turning into a familiar red Manta ray.

“JETRAY!” Jetray said with a smirk as he took into the air, moving past the aisles and, surprisingly, was careful with the stuff as he flew around. “Heh. Looks like getting a job here was worth it…ESPECIALLY since he made me reinforce those dang shelves…”

Jimmy stared at this with shock before noticing that several of the shelves were stuck to the ground via what looked like dark blue crystal as he asks, “Did yo have Ben turn into Diamondhead?”

“Hmm…I just told him to help me reinforce the shelves so that way he wouldn’t knock something down again.” Baumann said with a shrug as they watched him go.

Outside, heading to where the explosion was, which was a small bank, usually used for cashing checks in the area. “Hmm…” Jetray frowned as he flew in, glaring as his eyes narrowed, eyes glowing green. “OK, hands in the air!”

Jetray looked shocked however to see JT and Cash with money bags, both looking at him vacantly but with narrowed eyes as JT and Cash both said, “Must go…to master…”

“JT? Cash? What the heck is wrong with you guys? …and better question, wehre the heck did you get explosives? You’re both 16, who the heck sells that to you guys?” Jetray asked as JT tossed over a piece of rubble, making the manta ray cringe a bit as Cash followed suit, tossing.

“Go away…we must return to our master…” they said in a quiet mantra as they walked away, but Jetray flew over quickly and pinned them to a wall, making them growl at him.

“Look, I don’t want to hurt you two. So I better do this the easy way.” Jetray’s tail came up and began to spark with green energy as he taps JT in the shoulder and then does the same to Cash quickly, giving them a small zap each and knocking them out, making him frown as he trned back to normal as a couple of cops came in.

“Ben? What happened?” asked a female officer as Ben gave a shrug as JT and Cash groaned, rubbing their heads. The officers got their guns out, but Ben put a hand up to stop them as he looked at his two former tormentors, who were getting up.

“Wha…what happened? Where are we?” JT asked, looking confused as Cash looked surprised at the area.

“Uh…how did we get here?” Cash asked as Ben wavedh is hand infront of his face as Cash raised an eyebrow. “What are you doing?”

“Just making sure…something about what happened with you seems…familiar. I don’t know why…” said Ben as he looks at the officers. “Go easy on them, they were kinda out of it before I gave them a little…well, ‘wake up zap’.”

“Wait, you zapped us!?” JT asked as he looked at his shoulder to see that he had a small scar on his shoulder. “AH MAN! OUCH! DUDE! WHAT THE HECK!?!”

“Uh…” Ben stammered as his communicator suddenly went off as he answered it, “Ben here.”

“Ben, where are you? We got an alien sighting in Pakmar’s new Glassware store.” Rook’s voice said as Ben nods as he got his Omnitrix out and began to change shape until he shrank down to the size of a large soccer ball with dark green skin and a dark blue shell with small red bumps on it and small yellow antennas with blue and red orbs on the top, and dark yellow green eyes, but wearing a black jumpsuit with a white circle in the stomach area with the Omnitrix insignia on it, looking like a mix between of a turtle and an insect.

“Telebug!” said the small turtle-like alien as he glared ahead, his green eyes shining a bit as his antennas were glowing and teleported as he vanished from sight of the cops and the two former bullies.

(Undertown Ice Cream Parlor. 12:23)

A couple were enjoying some sweets in Undertown…before a green light came in and caused their plates to get sent off, as Telebug groaned a bit as he shook his head as some ice cream was on his head. “Ugh…I hate that weird feeling from the teleporting…” Ben groaned as he rubbed his head…before noticing the ice cream on his head and sniffed it. “Peanuts? YUCK!” He said, shaking himself off as he jumped off and suddenly rolled into a ball and rolling away at surprisingly fast speeds.

At a near by store, Pakmar was trying in vain to stop someone from stealing what looked like a one-eyed nyan cat. “NO! GIVE PAKMAR'S PROPERTY BACK, HOLIGAN!” The man he was trying to drag away looked like a large, humanoid hippo-like creature with dark red skin with white belly area and a very large nose with a white coat over a white T-shirt with a stylized '11' on it and a mullet-styled hair with a rounded tip on the front.

“Maxatomar, put your appendages in the air and place the feline-like creature down.” Rook said as he and Julie both arrived, as Ship snuck around the side. The man looked at them before his nose started to reel back, making Julie's eyes widen in horror.

“Oh, he is not-” Julie groaned as the alien's nose growled a bit before he shot out a large green orb of slime out of his nose as Julie and Rook both rolled out of the way as the ball of snot hit a wall,exploding in a cover of slime as both of them looked disgusted. “Snot rockets?! EWWWW!” She said in disgust.

(A/N: Thank you KevFilms and Zigwolf for thinking up this surprisingly creative power)

The creature growled as he threw the Neko statue as a being of light formed and suddenly the statue was on the ground safely as Telebug came in, glaring. “OK pal, time for a little target practice. Rook, Jules? Time for a game of Telebug Soccer!” Said Telebug sa he rolled into a ball as Julie whistled, making Ship form over her into Speed form.

“Lets do this.” said Julie as she suddenly sped behind Ben and kicked the now rounded up insectoid alien towards the alien, who growled before seeing him vanish, making him confused before he got hit in the back by Telebug, who jumped off after hitting him and teleporting away and turning into a ball again to go to Rook, making him kick him back towards him.

“Ugh...” said Pakmar in a panic as he saw the statue and sent to go after it. Telebug was then smacked by the Maxatomar, making him crash into Pakmar, making the two yell out as the statue shattered upon impact.

“...Eh-heh...sorry.” said Telebug sheepishly as he got up and glared at the man, as he reeled back again to shoot another snot rocket before Telebug slammed on his Omnitrix insignia, glowing before turning into Blitzwolfer.

“Blitzwolfer!” the werewolf howled, growling a tad. The werewolf-like alien ran forward and grabbed the alien as he nods to the others. “Guys, put a stun on him!”

“Got it.” Said Julie as she got one from her bag and tossed it to Rook, who caught it and threw it at the Maxatomar, making him yell out as Blitzwolfer let go, making him groan a bit before falling forward.

“Well, that was easy.” Julie said, looking at the man oddly as he groaned, rubbing his head as he looks around, almost oblivious on what had happened as he looked at the group oddly.

“...Uh...did something happen here?” the alien asked, clearly confused at what as going on in this place. Julie raised an eyebrow as she points around.

“You...don't remember doing any of this?” asked Julie as the alien shrugs, unsure on how to answer that.

“You! You pay for what you broke in Pakmar's Place!” said Pakmar in anger as the alien looked surprised as he looked behind him.

“Wait, how did I Get here? I was helping with a Root canal back at my boss' office, how did I get to downtown!?” asked the alien in confusion.

“..we better bring him to HQ to see what happened?” Ben asked as he gave a yawn. “Ugh...man, is there something in the air or something down here?”

“I think Telebug's teleportation powers has effected your stamina since you did it more than once.” Rook said as Blitzwolfer yawned a bit again.

“Good point...” said Blitzwolfer as he turned back to normal as Julie nods, whistling as Ship came off of her as he turned into a three-wheeled motorized vechile as she got onto it.

“I'll take Ben home so he can get some rest. You get this guy to Plumbers HQ for tests, Rook.” Julie said as Ben got onto the Ship-Scooter as Rook led the man to his Proto-Truk, making him look confused as Pakmar growled in annoyance about this whole situation.

(Elsewhere...in a warehouse in Bellwood. 18:05)

At a warehouse, several people were setting up a film camera set as a man with a blank look says, “Master...the next signal is ready to begin.”

A chuckle is heard from the shadows as a figure looked up, light reflecting off of a surface of glass, likely glasses as he gave a dark chuckle. “Then start the cameras! It is time for the biggest show yet!”

The cameras were turned as the man cleared his throat as hes says, “Greetings Bellwood. I am here to bring you to the mysterious world known as...the mind.” He walked out of the shadows, revealing himself to be a short man with short blonde air with a gray patch at the temples, dark sunglasses over his eyes and a faint scar on his face, wearing a red jacket over a yellow shirt and a pairo f black pants and boots. “For I, Sublimino, shall begail you in the art of hypnosis.” He pressed a button on his wrist as a large pocket watch formed behind him as it began to swing back and forth while a spinning swirl disc ehind him formed.

All throughuot Bellwood, this signal was being broadcasted as any people turned to the screens to see him on them. “Your Eyelids are growing heavy, your body is lax. For when you awake, you will be my sway. For this day forth, you will serve me every day...as of today, you are my slaves!” the image of the TV Said, as Sublimino laughed evilly as many people were watching grew wide eyed as their eyes tired and fell asleep as a yellow aura went over the city, effecting all those within ear shot.

Unbeknownst to them however, Ben was fast asleep at home while his parents were passed out in the living room, as were many others in various houses.

(The Next day...)  
(October 2nd, 09:24. Ben's house)

Ben groaned as he heard beeping outside of his bed room window and groaned aloud, “Ugh...Ship...It's too early for a walk...wait...Ship?” Ben got up, rubbing his head as he opened the window as a panicked Ship came into the room, hopping around nervously.

Ship points outside as Ben looked and saw that people were marching out of their houses, in a trance-like state. Ben frowned as he jumped down, Ship going onto his back as a backpack. Ben looked around and saw the people continuing to march, all with a glassy-look in their eyes.

“Ben!” said a voice as Ben saw Jimmy came over, looking aorund nervously. “We got a big problem! I saw a lot of people suddenly coming out of their houses. Mr. Baumann is in his place but he told me that some of the people in Undertown were saying that they saw their neighbors were going nuts. I came looking for you, so I'm hoping you're not going nuts either...”

“Don't worry, I'm not. Look, just stay hidden and try to keep a low profile.” Ben instructed as Jimmy nods.

“Ship...” Ship said nervously as Ben and Jimmy went into it, blending in as he looks around curiously as he saw some aliens coming out of the sewer area, putting on their ID masks as they did so.

“Ah boy...” said Ben as they went to the mall where Sublimino was at, smirking at this sight.

“Ah, my slaves! You have arrived!” said Sublimino with a dark grin,making Ben go wide eyed at this as he noticed Rook and some of the Plumbers in their human disguise to his left, while he saw Julie and his classmates on the other.

'Ah man, he's got most of my team...better alert the other Plumbers.' Ben thought as he got his badge out but Sublimino noticed the movement and glared.

“BEN 10!” said Sublimino in pure fury, making the brainwashed people all turned at him at once, all glaring as well making Ben nervous as Ship made a nervous squeak in fear. “So...you've come to mess up my plan again, huh you little brat!?”

“Little? I'm taller than you now!” said Ben in annoyance. Sublimino growled as Ben mutters, “Right...don't insult the guy who literally outnumbers me...” He looked around as he got his Omnitrix out, making Ship look at him curiously. “Don't worry, I Got it!” He slams his hand down, making Sublimino covered his eyes in anger as he turned into...

“TERRASPIN!” said Terraspin as he flew up, Ship landing on Julie as he did. “Ship, restrain her and the others until I wake them up!” Ship nods as he turns into clamps around Julie's waist, making her give out an annoyed yell as he turned into his main armor form around her as he blocked them off. “Good boy. Jimmy, head to a hiding place.

“Got it!” said Jimmy as he ran off, tripping a man who was about to grab him by going inbetween his legs, causing several people to end up tripping as well.

Sublimino growled as he says, “TURN HIM INTO TURTLE SOUP!” The other people began to grab near by items to make into weapons as Terraspin landed, glaring ahead at the sight of Harangue.

“Harangue? Man, this won't help my look for that guy...” said Terraspin as he looks around and saw that it was a recording stage. “I get it now...the reason why Sub-lameino got to everyone in town is because he got to Harangue's channel.” He looked around and says, “This many people watch him? Ouch...”

Sublimino growled as he got his watch out. “Time to make you my slave again, you little brat! You two, hold him!” He said as Terraspin saw his parents walk up, both glassy eyed. This made Terraspin's eyes narrow.

“OK, that is low, Sublimino. Even for you. Guess it's time to put the kiddy gloves off.” Terraspin said with a surprisingly serious tone, making Sublimino raise an eyebrow as Terraspin slammed down on the Omnitrix symbol, making his body glow before he was replaced with something new.

In his place was a lime-green slim, muscular humanoid form with a long, tentacle-like head with three, yellow-green eyes and wearing a black and white jumpsuit with the Omnitrix symbol on right shoulder, a long prehensile tail, two long tentacles on his head tied in a pony tail, and three toed feet with talon-like toes. He looked himself over and asks, “...did Xeylene put her DNA in this thing? OK, she took care of it so I guess her DNA was in it. At least I know what it can do.”

“What? You think turning into a salamander would save you?” Sublimino asked with a laugh as he aimed his watch at Ben, who levitated away from the others, giving him a stoic gaze with his three eyes narrowing a tad.

“I'm not a salamander...but how about 'Ceremander'. Hmm...it'd make sense actually, it is based on the cerebellum, an important part of the-why is it when I get a super intelligent alien I go of on a tangent?” Ceremander asked himself, stopping his tirade. He shrugs as his eyes shined into a deep shade of emerald, as he shoved a hand forward which caused Sublimino to yell out in shock as he hit a near-by wall.

Ceremander then flew over to Ship as he gave a nod, as Ship squeaked before giving off a minor shock, making Julie, who was still inside, yell out in pain as she says, “What was that for!?”

“Sorry Julie.” Said Ceremander with a sheepish tone before he grunts as Rook jumped at him, his eyes glazed but narrowed as Ceremander blocked the next punch with his tail, before throwing Rook into a wall.

“Where are we? Why are a lot of our neighbors acting like zombies?” Julie asked, as she blocked of some of the people with ease, including the brainwashed Undertown citizens.

“an old pal of mine, Sublimino, is back.” said Ceremander as Rook got up, groaning as he shook his head.

“Why did you slam me into a wall?” Rook asked as Ceremander looked at him with a sheepish shrug.

“It was the only way I could shock your brain without having electrokinesis. Do not worry, I didn't put enough force to cause a concussion, it was only meant to be a wake up call.” Ceremander explained as he says, “look, the plan is simple; we need to reverse the polarity on the hypnosis device Sublimino has gotten a hold of in the past 5 years. If we can take it from him without hurting our friends, families and other civilians, we can potentially wake them all up.”

“That sounds like a good plan. But I think I have one way to get to it.” Rook said as he jumped around, as Ceremander nods at this.

“Come on, lets do this.” said Julie as she says, “Speed form, helmet visor on full power.” the armor shrank down as she sped ahead, moving through the crowd as Sublimino growled as he looks around.

“Get them, now! Get them so I can put them under my spel-huh?!” Sublimino asked in shock as a hand suddenly stretched and got it, as Ceremander looked up and saw a familiar violet girl walk out, holding the watch.

“Ester!” Said Ceremander with a nod as he opened his hand as Ester tossed it over, which landed in Ceremander's hand. “You help Rook, I'll talk Ship into re-calibrating this device.” He flew down, using his telekinesis to send some people into a wall as he landed on the ground.

Ester jumped down, her feet expanding a tad as she landed, sending some of the people away before stretching her amrs out to smack down a few people to keep them down as Rook ducked around and nerved pinched JT and Cash when they got near him, but ducking around the Sheriff's club.

Ceremander landed next to Julie, sending a blonde girl into a wall. “...isn't that your tennis rival?” Ceremander asked as Julie nods as he says, “Apologies, do not mind us.” He showed the watch then. “OK, I am gonna need to have Ship help with this.”

Sublimino growled as he saw all of this as he whispered into something, looking annoyed. Julie put a hand up as Ship wrapped around the watch as Ceremander began to fiddle around with it. “OK, cross the wire there...and move the signal here...” Julie whispered to Ship as they helped him out.

“You two doing OK?” asked Ester as she stretched around the disguised Manny before stretching around him as Alan powered up, his eyes narrowed at this. Rook scowled before throwing a speeding Helen at him, making the fiery alien yell out in shock.

“Almost...and...got it.” Ceremander said as he put the watch into the air and says, “Everyone, wake from your trance. You are free of Sublimino's control.” Ceremander said as the people groaned as one was about to hit him, but his tail caught the attack before it could land as he glared at the attacker.

“Great job, Ben.” Said Jimmy, coming out of his hiding place as he got out a note pad. “So...is it OK if I have an interview about his event?”

“Sure.” said Ceremander, rolling his eyes in faint amusement, though frowned when he noticed Sublimino vanished. “Now where did he go...?”

“Ben! There's a Trap door over here!” Said Ester, looking down a pit as Rook scowled at this.

“He is likely a long ways away...that leads to a garage of sorts.” Rook scowled at this, unamused by this turn of events.

(Elsewhere...)

In a warehouse of sorts, Sublimino went up as he says, “So...you here?” He asked, looking annoyed as a dark chuckle is heard as he saw several people around, out cold but giving off faint chuckles as Fritwig, Thumbskull and Acid Breath came out.

“Not bad, Sub-lamino. You were able to make sure our break out was a success.” Acid Breath said with a smirk as Zombozo walked out, chuckling a bit.

“Yep. It puts a BIG smile on my face...” said Zombozo, a dark smirk on his face as he looked up. “Welcome to the Circus Freaks, Sublimino. I'm sure our forces can use a man of your many talents.” Sublimino only smirked at this, chuckling a bit as the now quintet of freaks all laughed darkly as they went on, ignoring the still snickering people who were passed out.

End of Episode 12

OK, one more episode before the big battle against Khyber. Sorry about this, but I did want to make some advancements for the next few seasons. You know, a lead up for a future storyline. I hope you all enjoyed it and please Read, Review and Suggest away!

Also...bios for the newer aliens:

Telebug: a large soccer ball-sized alien with dark green skin and a dark blue shell with small red bumps on it and small yellow antennas with blue and red orbs on the top, and dark yellow green eyes, but wearing a black jumpsuit with a white circle in the stomach area with the Omnitrix insignia on it, looking like a mix between of a turtle and an insect.

Powers: Antennas can teleport to a place of known areas, can be uses as a projectile weapon by rolling into a ball and teleporting around, can also teleport others with some form of contact on them.

Weaknesses: rapid teleportation can drain stamina, can drain stamina from others they teleport, can't control where he spins when in ball form.

Species: Warpeetle

Planet: Aperturia

Voice Actor: Stephen Merchant (Wheatly from Portal 2)

Ceremander: Takes a lime-green slim, muscular humanoid form with a long, tentacle-like head with three, yellow-green eyes and wearing a black and white jumpsuit with the Omnitrix symbol on right shoulder, a long prehensile tail, two long tentacles on his head tied in a pony tail, and three toed feet with talon-like toes.

Powers: Flight, telekinesis, enhanced intellect, enhanced durability, and use of tail and tentacles as prehensile weapons.

Weaknesses: Anti-telepath technology, people can resist telekinesis, not very durable, can over think things at times.

Species: Uxorite

Planet: Ringa Morr

Voice: Johnny Yong Bosch (Yu Narukami voice)


	13. Big Retalliation

**Summary for the Chapter:**

> Ben and his friends are trying to figure things out about the hunters, when it's discovered that Aruma, Azmuth's father, has been captured. The heroes go to his lab on Earth, where he has been fixing the Retaliator armor...which has come to life without it's master. The group has to calm the rogue Mechamorph Symboite before it goes on a rampage. Can they stop it?

OK, with the big two parter coming soon, here's something that will set the bar for it. This is gonna be a lead up to what happens in the big two-parter, and also brings back some old favorites and new ones alike. And also a hint to things to come in the future. Anyway, enjoy!

Big Retaliation

(Unknown sector of Space. October 23rd, 7:03 Bellwood Time)

In a lab outside of Galvan Prime's area, a large spaceship was coming near it and docking, with someone coming out with an air mask covering his face. "This is the Galactic Enforcer agent Ultimos." He said, revealing himself fully as a dark blue skinned man with a black shadow over his white-blue eyes with a mark on his forehead, and wearing a simple dark yellow-orange jumpsuit with a stylized 'U' on the front and a white shoulder cape, much shorter than the one he used to wear and a belt with two blasters on it, and the insignia having a blue background with what looks like a lit torch, the insignia of the Galactic Enforcers hero team.

He looked around, adjusting his mask a bit as he says, "I am here on a routine mission to the Galvan system when we got wind of Azmuth's father's abduction..." Ultimos looked at his voice recorder before he saw a dark blue brain-like alien fly in with a four-tentacle body in a similar jumpsuit

"Ultimos, I had looked all over and I cannot find any signs of Aruma." the Brain-like being said, as he rubbed what would have been his neck, revealing a face that looked like a black and green screen with lines that make up a mouth and rounded parts for eyes.

"You alright, Synaptak?" Ultimos asked as Synaptak gave a sheepish look to his leader as he cleared his throat.

"I apologize, Ultimos. Tini's parents wanted her and I to do the traditional Tetramand mating ritual...you know, gladiatorial combat...combat only, no telepathy. I think I got knots in parts of me that I was not aware of..." Synaptak muttered as he looked around and frowned. "Hmm...I think whatever he was working on is missing too."

"It's worse than that, sir." said a male voice on the other end of the communicator on their belt buckles, as Ultimos pressed down on his.

"What it is, Stak?" Ultimos asked, confused as the voice on the other side sighed.

"It appears that what left...was the Retaliator Mechamorph armor. It's a suit that Azmuth himself created by genetically altering a Galvanic Mechamorph into both a battle suit and a tool kit for repairing high-tech equipment." Stak explained.

"But where would it go?" asked Synaptak with a frown. "If it's not going to Galvan Prime to alert Azmuth, where would it go?"

"Where do you think? To the one with something it is connected to; to the Omnitrix bearer, Ben Tennyson." Ultimos said with a frown. "We have to get to him. Hopefully he's still got his Galactic Enforcers Membership Card. Lets head to Earth with it's signal...the armor should be there." The two headed out, disappearing in a right light.

(Bellwood, USA. Downtown area. 8:13)

Back on Earth, Ben's team was fighting against a group of robots with a stylized 'B' on the chest area as Julie grappled against one in her battle armor. "Ugh...where do these death bots come from again, Ben?"

"How should I know?" asked Ben, in his Four-Arms form as he grunted against one of them as he shoved it away with a good back hand on his lower arms. "Guess someone has a lot of time on their hands."

Rook jumped over one and fired his Multi-Tool's Archery mode at them, getting a head-shot in as he says, "It appears that these 'death bots' as you call them, Julie, are specifically targeting us."

"But why?" asked Julie as Ship gave a beep in confusion, his head popping out of the shoulder area s he looked confused. "Ship, we need to focus. Get me into the air." The armor morphed and turned into the Flight form and took off into the air and fired down missiles to the ground below.

Nearby, 7 portals arrived in a shadowed alley as a figure that looked like it was made o metal looked around. "It's Earth..." Said the behemoth, looking around with awe.

"Yeah, great deduction big guy. I thought the creepy guy was the detective." said a humanoid figure that stood around is elbow area as a feminine-looking being that looked akin to Kraab but with less metal looked up with two large black eyes.

"Come on, lets get this done with." said armored female as a taller female gave her a look with her four eyes as Synaptak and Ultimos sighed before looking up on a wall, who was looking outside with a special set of headgear.

"I see your friend...he is the big red one, yes?" asked the male on the wall as the female nods, a small smirk on her face.

"Yeah, that's him. As Four-Arms. What's going on?" Asked the tall female asked as the creature's eyes narrowed.

"There is a swarm of machines attacking him and two others; a green Mechamorph clad woman and a Revonahagander." the creature said as the other six looked out and saw them were slamming around robots left and right.

"Then we shall assist them." Ultimos said, getting a blaster out as Synaptak sighed at this as the larger female put a hand on his head in a comforting manner.

"I am still not used to that..." Synaptak muttered as they got ready as Ben was grappling with two at once.

"Ugh! There's too many of them! Where's the back up!?" Four-Arms asked as he shoved one robot aside before the one on his back got blasted. "Wow, thanks Rook."

"That...was not me." Rook said, now confused before he saw a robot got thrown into the air with a yell.

"Galactic Enforcers! Engage!" said Ultimos as the seven warriors came out. A tall, female Tetramand wearing golden-orange armor with the Galactic Enforcers insignia on her belt buckle grabbed two robots and slammed them together, roaring out as her dark orange eyes narrowed with her long black hair flowing behind her.

"Tini?" asked Four-Arms, confused as he saw Ultimos firing a blaster at the robots as Synaptak threw aside some of them with ease. "Synaptak? Why the heck is Ultimos using a blaster?"

"Who are these people?" asked Julie as she yelled out in surprise as a golden armored fighter with the Galactic Enforcer insignia on his forehead bashed aside a robot, blocking with surprising martial arts skills before firing a missile at it's forehead from the pointer figure of the armored man's suit, destroying it.

"Good shot, Stak." said Tini with a smirk as she gave a wave to Ben with a robot in one of her lower hands. "Hey Ben, long time. You've matured greatly since we last met." Four-Arms just nods as Julie gave a slight frown before a sudden shift in the ground sent several robots flying into the air.

"ANDREAS IS HERE TO SAVE THE DAY!" said a voice as several were barreled over by a being very similar to Armadillo, but with a Galactic Enforcers pin on the right side of his chest and having specialized gauntlets over his arms and a notch in his ear and white eyes.

"Calm down, big guy." said the female, crab-like humanoid with four spider-like legs and clawed hands with long frill-like hair and a sideways mouth, essentially being a female, organic Kraab with a yellow jumpsuit and a Galactic Enforcer insignia on her shoulders.

"Good job, Kr'l. Just keep at it and maybe we can thin them out enough." said Stak as he fired a few energy blasts, but ducked when Julie flew by, slashing at two of them with her wings. "Thanks." Julie just gave a nod as Rook stood by Ultimos and fired.

"You are Ultimos, yes? It is an honor to meet with the great hero of T-K." Rook said as he fired his multi-tool as Ultimos gave a nod, smiling at this.

"Heh, it is always good to see the youth in the universe wishing to keep the peace in the universe." Ultimos said as Synaptak nods as Ben slammed down his hands, creating a sonic clap as it shattered several robots.

"I do believe it is time to end this battle..." said a voice as Rook looked up and gave a gasp of shock as a creature ripped out a robot's head with his clawed hands. The creature appeared to be a giant humanoid pale bat wearing a dark yellow-orange jumpsuit with a odd-looking helmet on his head with red goggles over his eyes and long pointed ears and razor-sharp fangs and clawed hands.

"I agree, Varn...Synaptak, Tini, Stak, Formation 12-2-48." Ultimos said as Synaptak flew into the air as Julie landed by Four-arms, who slammed two robots together.

"Formation what now?" asked Julie in confusion as Four-Arms gave her a 'wait for it' hand motion as Synaptak's body glowed light blue before the machines suddenly flew into the air and began to group together as Stak fired a missile into the group that attached to it before Synaptak threw it into he air.

"Now my dear!" said Synaptak as Tini nods and slams all four hands together, creating a concentrated burst of sound and hits the explosive, causing the many machines to explode in the air as Andreas gave a clap.

"Hooray! We win!" said Andreas with a nod as he picked up a near by robots head. "Found ev-a-dense."

"It's pronounced 'Evidence', my large friend." Varn said, taking the head before going to a nervously staring Rook. "Here. Something to give to your headquarters."

"We should head to the Plumbers HQ before the news people arrive. They're...not gonna be too thrilled with a bunch of aliens on Earth." Four-Arms said before Julie turns and saw something.

"Wait, we got a live one." Julie said, as Ship gave a faint growl at the sight of something glowing blue before Ben turned into his normal self.

"...quite the attire..." Synaptak said flatly before looking ahead as he says, "Wait, that's what we came here for." Standing a few feet away was a black and light blue battle armor of sorts with a large, 7-foot build that appeared rather muscular with a rounded head with fins on the side of it's head and four-fingered hands.

"The Mechamorph Armor?" asked Ben, his eyes widening in shock as he asks, "What's Azmuth's dad doing here?" The armor looked a Ben and suddenly at him, making him go wide eyed before Andreas got in front of him.

"Stay away from friend, living armor!" Andreas said as his fist went back, the piston going back to enhance the punch.

"Andreas, wait!" Ultimos said before he swung the punch, sending the machine flying back into the ground before it got up, the eye glowing to show annoyance.

"Why is it looking at us like that...?" asked Julie, concerned as it suddenly opened up, revealing many different missiles at them.

"It's gonna obliterate us!" said Synaptak as Julie looked at Ship and nods.

"Ship, counter strike! Now!" said Julie as the wings opened up and quickly fired mini-missiles at the machine, causing an explosion of green energy and a faint of blue. In it's spot was a crater...as Julie looked shocked. "...Whoops...sorry." She said sheepishly.

"Robot went boom." said Andreas as Varn gave him a flat look, as Tini heard something over head.

"I wouldn't be too sure about that..." said Tini before she and Andreas were both sent back from a punch as Kr'l jumped at it, but was smacked aside when it suddenly appeared behind her and teleported again...leaving Rook to give a puzzled look.

"Since when could Mechamorphs teleport? That would be a useful power." Rook admitted as Ultimos dodged to the side as he came to appear before Ben slammed down on the Omnitrix, making him glow.

In his place was a 4 foot, dark green creature with beady white eyes, dark brown stripes on his back and a large-looking jaw that had teeth sticking out of both the upper and lower jaws with two canines noticed in his upper jaw, and having a potbelly. He was wearing a black jumpsuit with white sleeves that reveal his four-digit paws and three-toed feet and a long tail with stripes on it. "UPCHUCK!" said the creature, as he grabbed some near by robot rubble aside from the evidence and munched on it before firing a blast of slimy energy.

Varn ducked to the side as the Mechamorph armor grunts from the explosion as it looked at Upchuck and says, "Master...gone..." in a robotic voice before it grabbed Upchuck and got him to it's eye level. "Where...?"

"What's going on?" Julie asked, confused before Varn jumped onto it's back and tried to pry his hand free before it slammed them both aside, making Upchuck and Varn to yell out as the Mechamorph disappeared in a bright blue flash as Rook helped Ben, who turned back to normal as Varn shook his head.

"We should regroup." Ultimos said as Rook nods as he nods to Julie, who nods back with a small frown before Ship went off of her and turned into a space ship.

"Come, we shall take you all to Plumber HQ in Bellwood." Rook said as the Galactic Enforcers went inside of the green Mechamorph, as Julie followed as Ben kept a hand on her shoulder, as she gave a thankful smile at that before they took off, unaware of a blonde woman having watched the battle. Her eyes narrowed a bit before leaving.

(Plumbers HQ. Main computer room. 9:52)

Varn was typing away at a computer, his goggles removed to reveal his dark violet eyes...but paused as he felt people were staring at him, making him give them a flat stare. "Take a picture, it'll last longer." Varn said in annoyance as Adolherd gave a disturbed grunt.

"How is this even possible? Vladats were extinct...weren't they?" He asked, looking at Blukic and Driba, as Driba nods in confirmation.

"Yes, all records showed that their main areas on Anur Transyl were wiped out...at least from record at the time." Driba said as Ultimos walked up at this.

"Allow me to explain; Vladats are actually not 100% extinct, they are more on the lines of Critically endangered. They are resorting to hide in caves do the atrocities that Lord Transyl had done centuries prior. Varn here joined the Enforcers to make up for the sins of his ancestors." Ultimos explained as Tini nods.

"That's the same with the others here. Stak here joined us sometime after Vilgax attacked T-K." Tini said with a scowl as she looked at the armored fighter, who was adjusting his arm on his armor.

"We recruited Kr'll sometime after that, and Andreas...he actually volunteered the same time as Varn." said Synaptak...before he noticed the giant armadillo-like was currently hugging a pained Ben and Julie.

"Andreas happy to see friends again!" said Andreas as Ben pats his shoulder a bit in pain.

"Yeah...yeah..happy to see you too...crushing us..." said Ben in pain as Andreas let them go, as they took breaths as Ship snickered a bit.

Max walked up as he put a hand to Ultimos as he says, "It's still good to see you fighting the good fight, take it you're a little more lenient on the people who joined, since you were kinda 'anti-no powered' before." Max had a slight tease in his tone as Ultimos just chuckled at this.

"Apologies, but the Galactic Code was quite strict on that. But thanks to Ben...it revealed that there were a few flaws in the system, so I decided to try and fix them." Ultimos said with a smile. "And apologies for how I acted to you a few years back, Magister. I was not aware I was with THE Max Tennyson at the time."

"He's kinda absent-minded like that." said Kr'll, who was snacking on what looked like dark violet worms with multiple eyes, as she says, "OK, the Pissicus leeches here are tasty. Who made these?"

"That would be me." Max said as Kr'll continued to eat. "AT last some people like what I cook." Stak did a head motion that looked like an eye roll before the head started to steam up...before a Galvan jumped out of it. He was wearing a yellow Galactic Enforcer jumpsuit, but he had dark brown eyes and whisker-like growths coming out of his upper lips that looked like a short mustache.

"Wait...the dude in the awesome armor is a Galvan like these two?" Manny asked, seeing this super hero group in action bu was surprised as Stak continued to work on his armor.

"Yeah, got a problem with that, kid?" Stak asked, his voice still high pitched but it was a bit lower as he worked on it. "Man, that Azmuth sure did a number with that armor of his. Surprised he didn't send that down to earth some other kid could find it." He chuckled a bit as Tetrax walked up, going in-between both teams.

"I know we do not usually do this, but we'll need to use the Enforcer's help with this mission." Tetrax said as he nods to Varn, who nods as he typed some buttons, showing a Galvan in a dark green jumpsuit.

"This is Professor Aruma, Azmuth's father. Several years prior, he was put into a clone body by his son and came into the possession of the Mechamorph Armor, nicknamed 'The Retaliator'." Varn began as he showed the armor. "It is fast, strong, heavily armed and can increase aggression of the user."

"And we just found out that it apparently has a retrieval system. It is likely looking for it's creator's father, whom it gained a symbiotic relationship with. Similar to the girl with her little Mechamorph Symbiote." Synaptak said, as Julie gave an eyebrow raise to the floating brain.

"Symbiote?" asked Julie, a little insulted by that as Tini put her hands up at this.

"Didn't mean to offend, ma'am. But when a Mechamorph allows itself to bond with something organic instead of mechanical, it is now known as the 'Mechamorph Symbiote', as it now has a neurological connection to you only. It allows you to use the powers of the Mechamorph and only those with your DNA can use it. So if someone like, say, a parental figure tried to use it, they can. Or even your own children." Julie had a faint blush at what Tini said as Ben gave a cough, as Tini just chuckled at this.

"ANYWAY..." Varn said, giving the group a flat look as he says, "The armor is very aggressive, thus allowing for the mental power of it's user to get more aggressive. Without it's driver, the creature is running on instinct and programming alone, so it is looking for the most likely people to know where to look."

"So we have to disable it before it can do untold harm. I had read files on a being like this; it is dangerous to allow it to continue on like this without the proper guidance." Rook said, crossing his arms. "We must disable it before it causes untold harm to civilians."

"Come on, Rook. Its basically like a pet looking for it's owner, it's worried about him. Why else would it go all this way from Galvan Prime?" Julie asked, as Ben looked between the two as he got in between them.

"Look, I know it's tough and all, but it's really meant to be a tool kit. It's not THAT dangerous, Rook. All we gotta do is turn it off and look for Azmuth's dad and give it back to him. Easy." Ben said as Max nods at this.

"Agreed. And since you were the one it was after Ben, you're team will help the Enforcers look for it with Tetrax." said Max as Tetrax walked up as he Synaptak gave an odd look at this.

"You are trusting to a former bounty hunter and a duo of miscreants?" asked Synaptak as Tetrax frowned at that remark.

"I gave up that life years ago, I'm the protector of the Omnitrix. So thus I joined the Plumbers to better protect it." Tetrax said calmly as he activated his helmet, allowing it form over his head and got out a hover board. "Come on, lets go."

"Hulka, you and Petaleday keep an eye out for any sightings of it. Have the cadets and Alpha Squad get ready for anything." Max said as Hulka gave a nod as he motions the humanoid fish to follow. "Cooper, get a containment device ready for them."

"Understood sir. Come on guys." Cooper said to Blukic and Driba, who followed after the blonde.

Stak jumped into his armor as he asks, "So, how is this gonna work?" He asked as Rook looked over the computer with Varn, who frowned as he put on his helmet.

"Come on, lets head to where the scum resides. They should know where to look." Varn said as Ben's team looked at the vampire-like alien with concern before heading out, Max looking concerned as he looked back at the image of the large machine.

(Undertown, Bellwood. The Blackhole Bar. 10:22)

At a bar in Undertown, several aliens were drinking from a bar as Tetrax in his armor walked in, looking around calmly before noticing a familiar-looking thug; a humanoid fish, similar to Petaleday, but with a large lower jaw with a scar over his dark red eyes and wearing a metallic collar around his neck.

"So...a former Incarcecon inmate is on Earth, hmm?" Tetrax asked as he was now behind him, as the fish man chuckled.

"Yeah. It's perfect; this place is ¾ water, so I'm actually in my element here...as long as I don't go out into that desert." The angler-like alien then paused as he turned around as Tetrax gave him a scowl, making his eyes widen.

"Anglar, am I right? You're usually good at giving information...I need to have a talk with you." Tetrax said as he dragged the fishman outside. "You can finish your meal AFTER we talk though."

"Wait...so you're NOT gonna drag me off to jail?" asked Anglar, confused as Tetrax shrugs as he gave a faint smirk.

"You have not committed a crime yet, but we would still like to talk." said a voice as he saw Ben, Julie, Rook and the Enforcers, all smirking at him.

"Ah crabcakes..." Anglar said as Varn walked up, his eyes shining violet as he spat into his hand, revealing an odd-looking creature. "Wha-what is going on?"

"We need information about a kidnapping...your file says that you help people who are off world from getting caught, yes?"asked Varn as he grabbed the creature by the neck, making him look nervous.

"Wha-what are you going to do to me?" Asked Anglar as Varn hissed a bit, glaring ta him.

"I am gonna have you talk." said Varn, but was suddenly stopped by someone grabbing his shoulder as he saw Ben as Squidstrictor keeping him still. "...what are you doing?" He asked flatly.

"Uh...making sure you don't hurt him?" Said Squidstrictor, confused as Ultimos pinched the tentacle, making it let go of him as Varn rolled his eyes.

"Stereotypes abound around the universe, Ultimos. It is as I have told you." said Varn as he pressed something on Anglar's forehead, making his eyes turn violet. On his forehead was a strange-looking, diamond shaped, bat-like leech with a single eye and small horns with wing-like extensions that stick to it's forehead. "You are now under my control..."

"I am now under your control." Anglar said in a dull voice as Varn nods as he backed up.

"You will tell us all you know and nothing less." Varn said as Anglar nods.

"I will tell you all I know and nothing less." Anglar said in the dull voice as Varn gave a small smirk to the others as he did a gesture for them to ask questions.

"What is this?" asked Rook, confused as Synaptak looked at him calmly.

"That creature on his forehead is a Corruptra, specifically created for mental control of a Vladat. Varn is able to go into people's minds and allow them to be 100% honest. It is painless, do not worry. We have made sure not to harm anyone." Synaptak reassured as Ultimos and Ben walked up to him with Tetrax.

"Do you know here Aruma is?" Tetrax asked, showing a picture of him as Anglar looked it over and tapped his chin and nods.

"I think I saw him...Orianus wanted a warehouse in Southern Undertown...I think they are still there. Wanted some scrap metal for some project." Anglar said as Ultimos nods as he looks at him.

"What of a blue and back Mechamorph, have you seen that one?" asked Ultimos as Anglar nods, as Ultimos chuckles. "Excellent, where?"

"Right other there." Anglar said, pointing behind them as the group turned in confusion to see that, indeed, the Mechamorph was currently looking around on a cart of fruits, lifting ti over his head.

"He doesn't waste time." Kr'll said with a frown as Andreas ran over to him and grabbed him.

"I got him!" Said Andreas...as the two then teleports and Andreas yelled out as he hit the ground below as he groaned. "Don't got him..."

"It's OK, big guy." Kr'll said, helping him up with Tini, who nods as she looked up and got out some sort of bind and fired it out, wrapping around it's legs making the machine give out a grunt of annoyance.

"Look, lets all calm down." Julie said, walking up as the Retaliator took the binds off, glaring at the group before arming it's laser hands. "...Or that can happen." Ship wrapped around her as Ben slammed down on his chest.

"CHROMASTONE!" Ben said, turning into Chromastone and standing in front of him as the energy attacks fired, hitting the nigh-indestructible alien as he absorbed it, smirking a bit. "Rook, use electromagnetic pulses. Mechamorphs are weak against it."

"I got that." said Stak with a smirk as he pressed a button as he sent out a pulse of energy with Rook's Proto-Tool, making it yell out as Ultimos frowns at this, not liking this as he looks around.

"Too many Civilians..." Ultimos said, as he groans. "If I still had my powers, I could have them cleared up in an instant." Suddenly a blue pulse of energy rang out, making Stak and Rook yell out as they got sent back, as did Varn, as Tetrax ripped off the Corruptra off of Anglar's head.

"Get out of here, now." said Tetrax as Anglar ran away quickly before Tetrax fired several shards of diamonds at it, making it roar out in annoyance as it landed on the ground, glaring at hem as it took a diamond out of it's wing.

Julie frowned as she nods to Ship, who nods back as Julie says to Chromastone, "Ben, I got an idea. Lets have Ship talk to him." Chromastone nods as he looks at the others.

"Everyone, stand down. Lets try Julie's idea." Chromastone said as Synaptak gave him a look. "It's either that or the trigger-happy robot goes crazy in Undertown and hurts who knows how many people."

"...Very well. I hope yo know what you are doing." Synaptak said as Ship depowered, looking at Julie at his as she pets him.

"Go on, boy." said Julie as Ship hopped over just as Blukic and Driba arrived via scooter, showing a container for the Retaliator. Julie picked up as she says, "Thanks guys."

"No problem, Just get him back into cube mode and set him in this. He'll be nice and relaxed." Blukic explained as Ship hopped over to the Retaliator.

"Ship, ship-ship, ship, ship. Shipshipship, Ship-ship." Ship said, hopping around as the Retaliator tilt's his head in confusion, looking at the far more innocently minded being before him. It's body started to soften up, turning into what looked like a blue-version of Upgrade, looking at him curiously as Ship hopped over.

"...Ship?" It asked, confused as Ship nods, hopping up and down as the smaller being put up a 'hand' up as Retaliator reached over cautiously and pressed it, creating a small spark of blue and green energy. Ship hopped in pace, it's eye curled up like a smile as Rook looked curious.

"What is Ship doing?" asked Rook as Varn rubbed his chin curiously at this.

"They are communicating it seems. I do not know what he is saying, but it seems to have calmed down the Retaliator a bit." said Varn as Ship hopped over to Ben and rubbed against him and nods to Retaliator, and it seemed to understand. It's eye dulled as it turned back into its cube form, as Chromastone carefully picked him up and handed him to Julie, who set him into he device.

"Very impressive." Ultimos said as Julie handed it to him, as he nods. "Now...lets go to Aruma." The group nods in agreement as they headed in that direction, as Stak put an device online on his wrist.

"Okay, I Anglar is correct...I'll focus on where the most scientific equipment is..."said Stak as the group ran into the warehouse district of Undertown as Chromastone slammed down, before turning into Wildmutt, roaring out a bit as he sniffed the air before roaring ahead.

"I think he's found something." said Tini as Andreas looked around curiously.

"Where is it, Ben?" asked Julie as Ship analyzed the area and beeped as Wildmutt stopped before some sort of arrow nearly hit them, but Andreas got in front of the others and took the hits, the arrows bouncing off of his armor.

"Someone set a booby trap."Andreas said as he pressed his hand on the ground, confusing Ben as he saw him slam his hand down on the ground, closing his eyes as he was feeling vibrations through the ground and then slammed again, causing many things to fall. "Like what Aggregor did to Andreas on home planet. Andreas will not fall for it again."

"Nice one, big buy." said Varn with a nod as he looked ahead and gripped it with Tini and Andreas, all three ripping it off as they saw someone on a bed-like device, groaning a bit.

"Professor Aruma." said Ultimos as he ran over, getting a strange device and fired out a laser, removing the binds as Aruma got up, groaning a bit.

"Wha? The Galactic Enforcers? Ben?" Aruma asked, as he rubbed his green eyes as he saw the Mechamorph armor in a containment device. "Why is the Mechamorph armor here?"

"It wanted us to find you." Ben said as Julie carefully picked up Aruma as Rook looked concerned.

"Do you remember what had happened to you?" asked Rook as Aruma groaned a bit.

"It was a couple Earth weeks ago..." Aruma began, looking down with a sigh. "I Should've seen it coming, given my son's work..."

(Flashback...)

(Aruma's Lab. September 22nd, 10:30 Earth time.)

Aruma was in his lab, working on the cube-like device on a work table, a pair of goggles on his head.

Aruma: I was working on a little pet project of mine,an upgrade to allow the Mechamorph armor to have actual sentience so it can help me and my son better in experiments however...something happened.

Aruma heard a crash as the door was forced open, a pair of red eyes glaring down at him with an odd mask over his head, with a growling beast next to him. Aruma removed his goggles before the figure came closer, glaring at him under the mask.

Aruma: Some crazy guy in what looked like bone armor and a metal hunting mask came in, demanding that I'd do something for him. I told him to go bug someone else, but then...his pet did something shocking.

The man backed up calmly as Aruma glared at them before his eyes widen in horror as he saw the dog-like animal glow dark red, turning into a Terroranchula.

Aruma: it turned into a Katabug's natural predator, a Terroranchula. I didn't see what was coming next, but that thing put me into an energy web and his master took me away. I guess it was then the Mechamorph took form after me, but I did see my son's old 'rival', Dr. Psychobos as well. He teleported us back to Earth after he captured me.

(Present time)

"After that, well...the guy in the mask kept showing up here with some blue Pyronite and a Slimebiote. They made me work on some sort of...device that was linked to the animal's collar, it had some sort of...Omnitrix-like device on it. They forced me to make a device that could allow a wireless up-link to it for some reason." Aruma explained as Varn frowned.

"A slimebiote is able to weapon DNA...it could be a way for the Slimebiote to fight someone...but what?" Asked Varn as Ben gave a frown, his eyes narrowed.

"Isn't it obvious?" Ben asked as the Enforcers looked at him with confusion, but Julie and Rook looked concerned. "They're coming for me. They're the ones behind the monster attacks the past few weeks...so we better get ready for them. You guys take Aruma back home, my team and I will take care of who ever these people are."

"If you are sure...but remember, if you need any help...just give us a contact on that old membership card, alright?" Ultimos said as Ben nods as the group pressed a button on their belts as they vanished.

"Bye..." said Andreas with a sad wave as he disappeared. Ben looked at his team as Tetrax put a hand on his shoulder as he nods. Ben nods back, sighing a bit, all unaware of the camera watching him.

(At Khyber's ship. 12:03)

Orianus, Khyber and the hound were looking a the screen at this, as Khyber chuckled a bit. "They came right for the bait." Khyber said calmly, eating a bite out of some sort of steak-like meat as his hound bit into something akin to a ham-bone, growling as it was ripping it apart.

"So what's the plan now, Boss?" Orianus asked with a smirk, taking some cut up raw meat and flash cooking it before popping it into his mouth, his hand glowing with blue flames as Khyber placed a circular device with a similar insignia to the Nemetrix on his chest, as Skurd came out of it.

"Simple..." said Khyber as he stood up, Skurd concentrating as the device glowed ark red and he gained a mark on his forehead as he began to spread over Khyber, making Orianus look disgusted as he saw the slime starting to solidify, turning into a dark gray armor, akin to Crabdozer, and gained helmet match. "Test it for me, my boy."

"Alright.." Orianus powered up a blue fireball and threw it, but Khyber slashed through it with the blade on his arm with ease, smirking a tad. "Whoa..."

"The perfect hunting tool is ready. The true hunt...has truly begun." Khyber said as his dog growled as it howled, Orianus smirking darkly as his body combusted, turning into his blue Pyronite form as Khyber's mask formed over his face, taking the form of a tusked, three-silted mask akin to a wild boar with three sideways eyes, all three glowing with red energy.

End of Episode 13

Well, I'm hoping you all enjoyed this one. It's gonna take some time to work on the two-parter, so I had to finish this one up. Better hope for the best here. Also...here's some info so it's known for some of the slight differences here.

\- I Am aware that Derrick J. Wyatt said that the Vladats were extinct, but I doubt an entire sentient species of vampires would make themselves so easy to hunt down. So in this timeline, a few hundred or so were able to hide while the rest got destroyed, making them on the Critically Endangered list.

\- Varn is a hero in this to kill a stereotype that is sadly seen in Ben 10: That scary aliens are automatically evil when not on the Omnitrix. Same with Kr'll being a member of Kraab's species, it's meant to show more variety and less black-and-white in mindset.

\- Andreas is on the Enforcers because I felt he'd fit best there. He is kinda headstrong, but has a heroic heart and would fit in the group.

With that out of the way, Please Read, Review and Suggest away!


	14. The Hunter and the Hunted Part 1

**Summary for the Chapter:**

> Khyber makes his move, hunting down Ben after an argument between Ben and Rook happens, with Julie going off on her own to do her own investigation about the mysterious creature going after Ben. While Rook goes off on his own as well, Ben is left alone when Khyber and his dog attacks. Will this be the end of Ben 10?

OK, time to start the big Two-Parter with the first season. The big battle between Ben's new team and Khyber's hunting party. I hope you all enjoy it.

The Hunter and the Hunted Part 1

(Bellwood, USA. Ditko High School, November 1st, 14:45)

Ben sighed in homeroom, rubbing his chin as he waited for the bell to ring while Rook, in his human disguise, was studious in writing down notes as Ben sighed a bit and his eyes went heavy...

In his mind, a flashback formed as he saw himself as Four-Arms doing battle against Malware, yelling out, “Fore..arms. Ehehe.” He smirked as he smacked the red Mechamorph aside.

“It is still surprising that you defeated me all that time ago...but you'll soon learn...that you will fall one day. And it will be by my hand.” Malware said as he grabbed Four Arm's shoulder, making him yell out in pain as his body was disrupted, causing the Omnitrix to time out as Malware glared down at him, making the young Ben go wide eyed as he roared out as his head suddenly turned into a monstrous look.

Ben jumped at this, waking up at this as the teacher asks, “Mr. Tennyson, are you alright?” Ben noticed the stares from his homeroom as he gave a chuckle at this.

“UH...yeah, super heroics really take it out of you.” said Ben sheepishly as the bell rang as he got up with the other students. He walked to his locker and collected his stuff before he saw Rook catching up with him. “Oh, hey Rook. Wanna head to the mall with Julie and me?”

“Of course, I would not mind going there. We shall go right away.” Rook said with a nod as he adjusted his backpack as he says, “Though I must say, you are having some trouble sleeping. I take it these last few attacks have taken their toll since the incident with the hunting Mechamorph?”

“You mean the Retaliator? Yeah...I've been being attacked the past few days, so lets hope for the best today.” said Ben with a shrug, unaware that Orianus was watching the school from afar. He smirked as he got a phone-like device out.

“The prey has left the den.” Orianus explained with a smirk, as Khyber chuckled on his end.

“Good...what vehicle are they taking?” asked Khyber on the other end as Orianus looked through, and saw the black and green car as he nods.

“Okay, it's Tennyson's vehicle.” Orianus said, as Khyber chuckled a bit. “And don't worry...I put something on there your dog can chase.”

Khyber then said, “Good...now the hunt shall begin.” Orianus only smirked as a whistle is heard as he went off somewhere.

(Later...)

While on the road, Ben was messing with the radio when a news bulletin went on the air, “Hello Bellwood! It's a beautiful day here, with the weather being just right for your usual day of fun and excitement.”

“Yeah, I have to agree there.” Ben said with a smirk as they went to the parking lot, unaware of Khyber watching them go in as his pet growled, glaring down below as Khyber only chuckled, remembering the day the device was made.

(5 years ago...)

(Dr. Psychobos' lab. Encephalonus IV. November 2nd, 12:03 Earth time)

Dr. Psychobos was typing away on a computer, grunting a bit as he says, “Ugh, this Galvan technology is so amateurish that I could make something better within a few mere moments...if I had the right parts, which I do not.”

“Oh please.” a voice said as Psychobos looked up to see Skurd coming down from the ceiling as he says, “You have an ego the size of a small galaxy. And that is saying something, given my extended life span. I have SEEN Galaxies being made.”

“Yes, yes...you and you're impressive lifespan aside my dear parasite, and I use the term loosely...” Psychobos said with a smirk as Skurd only looked annoyed by that. “I am in the middle of the Nemetrix's design, so I am in need of your aid with the transfer o DNA to the device.”

“And how ma I supposed to do that?” Asked Skurd, giving a raised 'eyebrow' despite not having any eyes. “Last I checked, that machine is inorganic. I am only able to get DNA from organic life.”

“I have already collected DNA samples...” A voice said as Khyber walked in, covered with scars. “8 different samples from 8 different predatory aliens.”

“Only 7?” Asked Skurd as Khyber glared darkly at this as he whistled a bit, as Psychobos nods as he grabs the device and began to download them into the watch-like device on his desk as he nods.

“It should be good for now...several of the other predators I am wanting for the final set are on Earth. And I want you two to help me get them...if that is okay with you. I had another of our partners get two other DNA samples.”

“I am here...” Malware said as he walked in, holding two things; a leg and a horn. “These should suffice.” He set them down with the device from Khyber, who nods as Skurd frowned.

“What do you need me for?” asked Skurd as Psychobos just chuckled as he reworked the DNA samples into the device.

“I need one more...and I know where to look...and it is good that we have a good partner to help sneak you in.” Psychobos said as Khyber only smirked darkly at this.

(Present Day...)

(Bellwood Mall, 15:32)

The three were hanging out the arcade, as Ben was playing a Sumo Slammer's fighting game against Rook, who grunts as he says, “And what is the meaning of this activity?” as Ben smirked as he did combo.

“It's called 'relaxing', Rook.” said Ester as she and Julie were currently playing a game on their two handhelds, going against each other. Ester at the moment was in her human disguise; she was wearing a dark violet hoodie in the disguise, black pants, black combat boots and a deep tan with black hair instead of her violet hair.

“Yeah, it's meant to be a break from free-life.” said Ben as he grunts as he felt the ground shake. Julie and Ester saved their games as they backed up, ship growling as a giant hole opened up as a large, white spider-like beast came out as it hissed in anger as it had it's clawed hands out, it's six red eyes glaring as it's device glowed a bit.

“So much for a break...” said Julie as the spider smacked Rook, making him land on top of Ester, making their masks fall off, revealing them with a faint groan as the spider hissed as it glared at Ben.

“Okay, time to play exterminator!” Ben said as he slammed down, turning into a familiar armored being. “CANNONBOLT! Ha, lets see you take me on, buggy!” said Cannonbolt as he rolled into a ball and fired at the spider, who spat out a web that suddenly began to slow down Cannonbolt. “Wha-what the? I'm slowing down?”

“That's an Arburian Tunnel Hunter! How did the creature get that DNA? Arburia was destroyed 6 years ago by a fanatic group of tick worshipers!” said Rook as Cannonbolt groaned at this.

“Ugh...PLEASE Do not remind me of that stupid tick...I swear my hands still smell like tick slime from having to clean the Rust Bucket...” Cannonbolt said as he kept trying to move, but he couldn't. “What is this stuff made out of!?”

Ester growled as she stretched her fist, expanding the size of it as she hit the monster in the face as Julie powered up her armor. “Ester and I will hold off big ugly, you try to get Ben untangled.” Julie said as Rook nods as he got his Proto-Tool out as he began to seer through the web.

“This silk is coated with a kinetic-absorbing mucus, it is literally sapping away your inertia, thus not allowing you to move at all.” Rook said as he fired the laser, untying Ben from it as he got out, shaking his head as the creature slashed at Julie, making her yell out as Ship's armor was slashed through, showing claw marks.

“This thing's claws are sharp enough to slash at Ship's armor!” said Julie, as Cannonbolt went wide eyed as he saw it slash at him, making him grunt as he groans, seeing the claw marks on his armor too.

“Ah man...this isn't good...” Cannonbolt said as he slammed down on the Omnitrix insignia, turning into a 6 foot tall, dark green insect with a faintly round cover on his back that was black in color, a white and black jumpsuit and a mask that covered his head except for his yellow-green eyes and teeth, which includes four fangs that stick out of his mouth, and a barbed spiked tail and four spider-like legs and two hands with three clawed fingers with the Omnitrix insignia attached to his mask. ”STINKFLY! Okay, I can at least fly...and maybe...Hey Ester, tie him up!”

“Got it!” said Ester as Stinkfly noticed a thermostat near by and flew at it and began to turn up the heat. The room started to warm up as Ester gave a sigh. “That's the stuff...” she then stretched out, showing to be more elastic as he began to wrap around it's legs, making the creature roar out.

“Thanks.” Stinkfly said as he spat out slime from his mouth to keep the spot down as he growled a bit as he flew into the air, his bump opening to reveal his insectoid wings as he flew into the air.

The arachnid-like beast growled before Khyber scowled at the sight of the battle from outside, scowling at this. “No sportsmanship...” Khyber said as he sent out a whistle, making the giant beast turn into the Buglizard, making it growl before it began to breath on it, making Ester cough as she let go, gagging a bit from the smell as the bug lizard slapped her with its tail, making her yell out as it growled at Stinkfly before tackling him and smacking him aside, making the large bug it Julie.

Rook growled as he fired his Proto-Tool as Julie pets Ship's claw scar as it was healing up, while Stinkfly got up with a groan. “Okay...I better take it out...time to go Humongasaur!” He said as he slammed down...before turning into Wildmutt. It gave out a faint growl of annoyance before running at Buglizard, as it growled and bit Wildmutt's arm, making him roar out in pain as he slashed at it.

Khyber frowned at this as he says, “Better draw him away from his friends...” Skurd nods, as Khyber whistled, making Wildmutt roar out in annoyance as the blue hound-like alien ran off.

“Stop!” said Julie as she and Rook began o fire at it, but the dog dodged all the blasts as it got away, making the Ravanagander groan a bit.

“I apologize...” said Rook as Ben turned back to normal, gripping his arm as he looked at them, covering up a bite mark that was mostly soaking into his jacket at this point.

“Ben! Are you okay?” Asked Julie, concerned as Ester removed the jacket, seeing the bite mark had some faint yellow marks in it.

“We need to get Ben to Plumbers HQ, now! That bite may have been toxic!” Ester said as the three got Ben to the backseat of his car as Orianus flew next to Khyber in his full Pyronite form.

“So...want me to make sure the others aren't there?” Orianus as Khyber nods, as he looks at him.

“Cause a disturbance...get some of them to leave him out of it...I'm sure you're abundance of thefts may get attention.” Khyber said as Orianus nods as he smirked.

“Time to split this pack, boss.” Orianus as he flew off, as Skurd only groaned at the hunting jargon.

(Plumbers HQ. Medical Bay. November 1st, 16:04)

AT the medical area, Blukic and Driba were looking over Ben's bite as his jacket was on a near-by chair. “Hmm...you are lucky you came when you did. A Buglizard's bite is very toxic...it's not like normal venom where it would kill you, it can leave behind various forms of infectious bacteria that would kill over time.” Blukic explained.

“Which, in turn, would kill you from the diseases alone. Luckily you were here before they could set in, so all we need to keep this wound clean.” He said after cleaning off both sides with a dark orange sponge before drying it off as the two put a gauze over it.

“You should have been more careful, Ben.” Rook said, leaning against a wall as he looked at Ben and says, “How damaged have you been this week?”

“Uh..” Ben began as Blukic looked at his shirt, showing off a lot of scars from past battles, most have faded from the past few days.

“Whoa...” Said Driba in shock as he says, “Did you have to fight it alone in these events?”

“Uh...yeah.” Said Ben sheepishly. “I was able to get back up though...” Rook only scowled, not liking Ben's attitude at these attempts on his life before he walked out as Ben got his jacket on.

“We must be more proactive, Ben.” Rook said as the two walked down the halls, making Ben raise an eyebrow. “I do not wish to intrude, but this...creature seems very intent on killing you. All of the times we have fought it, it had an alien that could take on your more powerful aliens...Cannonbolt is one of your strongest aliens, yes?”

“Yeah? Why?” asked Ben as Rook only crossed his arms with a sigh. “Look, I heard the whistle. We can just listen around for him and we'll find them, why would we need to go after the Ben-hungry dog.”

“And Julie said that when she and her class went to Terradino for their training mission, she saw a creature gather DNA of a large predatory alien from that very planet...this device could very well have DNA To take on your strongest aliens.” Rook said as Ben sighed, agreeing there...before he saw a scorpion-like beast snarl at them and roar as the two dodged, as Max came after it as he was chasing it.

“Ben, Rook! Help me round this up!” said Max as the two nod, following after as they went into the kitchen while Ben got ready to activate his Omnitrix, but the creature tackled him into Tetrax, making the two grunt as several items fell and hit around them.

“Ow...” Ben said as he saw a familiar Hoverboard. “Hey, it's the hoverboard from when I was a kid! I was wondering where you put that, Grandpa.”

Rook fired a net as Tetrax got up, both him and Ben groaning a bit as they went into the kitchen as Max dumped the captured creature into a vat of hot water and closed the lid quickly, the energy net likely turning off after it went in. “Why was there a Cortalopus in the HQ, Max?” The crystal alien asked as Max waited a bit.

“I was making a fresh batch of Cortalopus soup.” Max said as Rook had a sigh, a fond smile on his face as Ben looked grossed out.

“That was my grandmother's favorite. She made it for my sisters and I when she visited from the neighboring village. It is good with fresh Amberogia loaf.” Rook said as Max nods as he looked over his ingredients.

“Did she use powdered or granulated meal worms? It makes all the difference, you know.” Max said as Rook gave a nod in understanding as he saw Max take out the boiled animal out of the water and began to prep it, taking off the brown underbelly and oranges and leaving the shell and pincers as Rook took a mandible and took a bite out of it.

“Hey Mr. Tennyson.” Julie said, walking in with Ship. “I need to ask something.” Ben nods as he put a hand up.

“Same here, Grandpa.” Ben said as Max gave a 'go ahead' nod to the two as Ben took a breath. “Okay...Rook and I have been talking and we made an agreement that we need to be proactive with this creature. But we need to lure it out somehow...”

“And I Think I know how to find out where it is.” Julie said as she got out her Plumber's badge and showed an image of the slime-like being sucking DNA out of the Tyranopeede's foot. “This thing is likely working for who ever made that weird collar...if I can get him, maybe I can bring him in for questioning?”

“A Slimeboit...okay, Ben, I want you and Rook on the animal detail...Julie, you get a squad to look around Undertown. Find out what you can about the Slimebiot...maybe there is someone who knows how to contact it.” Max said as the trio nods as Rook walked out, still giving Ben a small frown as the two went to the Proto-Truk while Julie whistled to Lucy in the hall.

“Hey Lucy, think you can give me a hand? I need help blending in Undertown, and I think a shapeshifter can help with that.” Julie said as Lucy gave a smirk at this.

“Oh, I think I can help. After all, you ARE my cousin's girlfriend...okay, he's my second cousin twice removed in law, but still, family!” said Lucy with a grin as she dragged Julie off as Ben only gave this an odd look as Ship followed after the two girls.

“Okay...I got a plan.” Ben said as Rook only gave a raised eyebrow as the two went on their own way.

(Later...)

(Undertown. Shopping District 16:29)

Ben and Rook were patrolling at this time, walking through the shopping as Ben says, “Okay...remember...this thing is a shapeshifter, so it can literally be ANYONE. But we gotta play it cool.” Right when he said that, he saw Rook grab a near-by civilian and began to scan him with his Plumber Badge.

“Hmm...he is clean.” Rook said as he went to analyze someone else but Ben stopped him, glaring at this. “What?”

“What part of 'play it cool' did you not get?” asked Ben as Rook gave a frown at him.

“I WAS playing it cool.” Rook said as Ben made a few annoyed noises as he points to the guy he just grabbed.

“In WHAT galaxy is grabbing some guy against his will 'cool'?!” asked Ben, annoyed. “Seriously, we're supposed to be acting normal. You know, not draw to much attention?” Ben said as Rook only gave him a glare at this.

“Oh please, I have a job to do.” Rook said as he was about to walk by, but Ben stopped him as he gave him a frown as the two glared at each other.

“Look here, new guy. You've been doing this for a few months now and I think you should remember that we're not just regular cops, we're super heroes too!” said Ben as Rook only scoffs at this. Ben then asks, “What's that for?!” This got some attention as several patrons were looking interested.

“At this point, I am shocked you have made it so long. This week alone, you have been nearly mauled by this animal and, for the last few months, I have seen myself, Julie, Tetrax, Ship, Helen, Manny, Alan, Cooper, even Lucy and Adolherd having to save you! Heck, just earlier today, Ester and I had to help save you and Julie from the animal! And you have been doing this for, what, 6 years? Almost 7?”

“Hey, watch it! I've saved the universe countless times before.” said Ben as Rook gave a frustrated grunt at that.

“Yes, you have...with help. I have not seen ONE moment where you had to defeat someone totally alone. I am impressed you have made it this far with just help! When I was partnered with you, I was expecting a bit more impressive than a child with shape-shifting, I expected a man who could go toe to toe with a horde of Highbreeds by himself? Or the one who killed an eldrich abomination. But you have barely been able to deal with Fistrick! And he is nothing more than a low level thug compared to them.” Rook said as Ben glared as he activated the Omnitrix.

“Wanna start something, Farm-boy!?” Ben asked as the two kept glaring at each other as the crowd began to cheer them on to fight as Rook as about to get is Proto-Tool out...but stopped himself as he took an annoyed breath.

“No...I am going to END something. You did say you wanted to be a solo act when we first met. Well, prove to me you can at least handle THAT.” Rook said as he stormed off as Ben growled in annoyance as he went into the opposite direction.

“Well, who needs you anyway!” Said Ben in frustration as he mutters, “Some new partner he turned out to be...” Unknown to them, Khyber saw this whole thing and smirked.

“Interesting...it seems tension had been building up over the past few months...” said Skurd, chuckling at this as Khyber nods.

“This hunt has gotten a whole lot easier...” Khyber said as he saw the Proto-Truk throw out a few items at Ben, making him grunt a this.

“Hey! You're just gonna ditch me here!? Well, that's mature.” said Ben as he adds, “Hey! I think I left my plumber's badge in the glove box! Mind giving me that while you're at it!?”

“Like you deserve one.” Rook said as he tossed a round object outside and ran it over after backing up and speeding off, making the hound growl a bit in anticipation.

“...and he's just left himself out for the wolves...” Khyber said, nodding at this as he got ready.

(Other side of Undertown. Black Hole Bar. 16:34)

“THIS was your best idea for a disguise? Why not just give me an ID mask?” Julie asked via a cell phone...as she was wearing her usual hoodie over a gray t-shirt, a pair of black and pink shorts and wearing a dark violet wig with sunglasses, looking annoyed.

“Hey, It was on the fly! Plus we were out, some under cover stuff in other parts of the galaxy.” Lucy said via communicator as she was over-looking the area from above. “Besides, you got Ship disguised as a watch, so it's not like you won't be ready if that slime-ball decides to jump you.”

“True...but this is something I'd wear to avoid paparazzi, not look for criminals.” Julie muttered as she went to the bar.

“Wait, you're hounded by the paparazzi?” Asked Lucy, confused by that bit of information as Julie scoffed a tad at this. Unknown to her, a figure in a black hood was behind her, his hand glowing bright blue.

“I'm Ben's girlfriend AND a tennis player who's played in big tournaments...put that together.” Julie said as Lucy gave an 'ah' on her side as Julie sat down, gulping a bit at the sight of many criminals just hanging out.

The Bartender noticed her as he asks, “Whatcha want, girly?” Julie cleared her throat as she sat down a the bar, keeping her head down.

“I'm lookin' for someone.” She said in her best raspy-sounding voice, trying to make herself sound as different as possible as the bartender raised an eyebrow. “I'm in need of some...DNA for the black market. Know who I can call for that?”

“Hm...yeah, I know a guy like that. Very hard to reach, but I know the name; it's Skurd, he's a Slimebiote. I heard they're almost extinct.” The Bartender said as Julie raised an eyebrow at this, now curious.

“Really...why's that?” asked Julie, as the bartender just shrugs as he continued his work.

“Eh, I don't ask too many questions. Just wait around, he does come by every now and again. Or one of his associates.” The guy said as Julie sighed as he asks, “You want anything? Maybe some water? Your throat sounds kinda dry.”

“UH...yeah, that works. Thanks.” She said as he went to fill a glass as Julie groaned a bit. 'Ben makes this look SO easy...' she though to herself.

(At another part of Undertown. 16:39)

A slimy-looking squid man was slinking around, humming a bit before he was thrown into a wall by Rook, glaring as he says, “Whoa man! Be cool!” He said, putting his hands up at this. “I did my time, cop-pah.”

“Sweet Eels, I need some information. Do you know of any alien hound-like aliens? The one that attacked your employer, Psyphon.” Rook said as Eels glared at this.

“Look man, I know nothing of no dog, alien or otherwise.” Sweet Eels said as Rook let go at this as he rubbed his shoulder. “Man, you need to check ya'll's caffeine levels. You're in a bad mood.” Sweet-Eels said as he slinked off, annoyed as Rook took a sigh as he walked off, still angry over his fight with Ben earlier.

“Rook, you there? I lost a signal of a plumber badge earlier in your area. What happened?” Patelliday asked via communicator as Rook only sighed.

“Apologies Magister, Ben and I have gotten into a...disagreement...” Rook said as he gave a small sigh. “And I may have...broken his plumbers badge in frustration...” Patelliday only gave a confused grunt at this as he says, “I know that was very very unprofessional, but I need time for myself while I conduct this investigation.”

“Okay...I am also going to tell you what Cooper was able to get from the DNA collected from that bite. It seems that blue dog thing that you guys saw was called an Anubian Baskurr, a really rare breed of hunting beast.” Patelliday said as Rook nods.

“Thank you, Magister.” Rook said as he began to think, humming a bit in thought, unaware of a blue light in the distance.

(Meanwhile....)

At this time, Ben was also looking around as he says to himself, “Okay...gotta think...” He tapped his chin as he says, “How do you lure a giant space dog out? Dog treats? Chew toys?” Ben then cringed wen he heard someone whistle loudly. “Hey pal, easy with the whistling! You're gonna wake the dead!”

“Come to Pakmar's Pet-mart! Where all you need is Pakmar's toys and treats!” a voice said as Ben saw Pakmar as an idea came into his head.

“Hey Pakmar, I need a hand.” Ben said as Pakmar gave him scowl at this. “...Is this about the toilet things still?”

“No...but Pakmar rather not have you involved with Pakmar's business.” Pakmar said as Ben gave a sigh.

“Look, I need help with finding something; if I can get the whistle I heard earlier, I think I can make sure it won't go near your store.” Ben said as Pakmar rolled his eyes as he went to get some as Ben got his Omnitrix out and slammed down, as he sent out a growl.

“BLITZWOLFER!” Blitzwolfer howled as he came into form. “Hmm...a dog-like alien. Yeah, I can use this.” Blitzwolfer said as he saw Pakmar put up some whistles out.

“Remember, you test, you buy. That's deal.” Pakmar said as Blitzwolfer just rolled his eyes as he blew into the first one, making him cringe ab it but shake his head. Pakmar set it down and whistled again, making Blitzwolfer continue to cringe at each one.

Unknown to them however, the predatory dog heard all the whistling as it growled, making Khyber smirk. “Well...this should be interesting...” Khyber said as he made a whistling sound from the silts on his neck.

Blitzwolfer howled at this as he points to the current whistle Pakmar had. “That's it!”

“Whats it? There is no it, Pakmar did nothing.” Pakmar said as a energy net suddenly went around the Lobian, making his eyes go wide as he was suddenly dragged outside as the Omnitrix timed out.

“Ah crud...” said Ben as he looked up and saw Khyber in all his glory, Skurd smirking a bit as around Khyber's arm was a strange-looking spider head that created he energy net that was around him.

“Don't struggle too much, boy...the shocks would knock you out instantly.” Khyber said as he detached it, glaring at this.

“So...take it you're gonna fight me yourself, and not let your puppy do all you dirty work?” Ben asked as he was able to sneak his hand to his Omnitrix and slammed it down as it glowed, ripping through as Shocksquach, growling.

“Hmm...no...we shall do it together.” said Khyber as he nods to his pet, who growled as it began to grow in size.

“Ah nuts...” Shocksquach said, not liking this as he got ready, glaring at this.

(At the Blackhole Bar. 16:56)

Julie waited, taking a sip of her water as some sat down next to her. “So...what's an ice girl like you doing at this dive?” he asked with a smirk as Julie only gave an eye-roll. “Hey, come on...don't be like that.”

“I got a boyfriend. SO buzz off.” Julie said as the man grabbed her hoodie's sleeve, smirking a bit as she noticed smoke coming from it. He let go as Julie began to panic as fire began to form on it. Ship sprang to life, turning into armor form but ripping apart her hoodie in the process, making it a pile of pink fabric as it began to burn up.

“Ah man...Okay, you owe me a new hoodie.” said Julie, annoyed as he just smirked as he suddenly glowed as he revealed himself as Orianus, making her go wide eyed. “Ah great...”

“Yeah...also, your friend is kinda stuck at the moment, so don't expect any back up.” said Orianus as he fired a blast, but then saw the fire go around Ships armor as he shrank down, turning into something else; the extreme heat mode as Julie glared.

“MY turn.” said Julie as she fired out a blast of cooling mist as Orianus growled at this, annoyed as he fired a burst of heat to take it on as he reached into his jacket-like vest as he got ready.

“Okay..try this.” said Orianus as he pressed a button, creating an energy pulse that made Ship give out of a screech of pain as Orianus smirked at this time, his eyes glowing dark blue at this. Julie groaned as she ran over and sent a punch his way, but Orianus threw her over his shoulder and glared at this.

“Ow...” Julie said as she got up, rubbing her head as she glared at him as Orianus just chuckled at this.

“Stubborn, smart AND determined...I can see why the Omnitrix wearer likes ya, kid. You're about as stupid as he is when it comes to going up against someone out of your league.” said Orianus as Julie ran forward and punched him, making him grunt as he glared at this.

“What's that supposed to mean? Ben beat you, remember?” asked Julie as Orianus smirked as he slapped something on her waist, making her go wide eyed.

“Yeah...but I learned my lesson since then.” said Orianus as an electrical shock went through Julie, making her cry out as she and Ship were electrocuted by a dark brown device that wrapped around her. “Heh...a Mechamorph Wireboot. That's the same thing that took you out when the Vreedles were after your mutt, right?” He asked as he pressed a button on it again, making her cry out as she passed out from the shocks. He smirked at this, chuckling a bit.

(Downtown Undertown. 17:23)

Shocksquach roared out as he was thrown into a wall by a giant, dark brown snake-like beast as it hissed darkly,with wood-like armor on it with sandy-like skin as Shocksquach blasted a it, making it hiss in anger as it shot out a blast of saliva that was light yellow, covering him in the liquid until Khyber ran up, his hand covered in similar armor as he punched him, making him yell out as he got sent back.

Shocksquach growled as he slammed down on his Omnitrix symbol before going into the air as he says, “JETRAY!” As the red manta ray took to the air. Khyber frowned at this as he looks at the snake-like beast as it turned back to his dog.

“I got this one.” Skurd said as he turned the arm into a copy of the Arburian Tunnel Hunter's mouth and fired out a web as Khyber slammed down, making Jetray yell out as he was hit into the ground. He glared a he blasted the web, before groaning as he held his side.

The dog growled as it ran at him and bit his tail, making him yell “OUCH!” before the manta ray zapped the dog's mouth, making it yelp out as it shook it's head. Ben then slammed down again as he turned into Crashhopper and tackled into Khyber, who yelled out as he glared at this.

“Nice...try...” Khyber said as he sent out a whistle, making the hero look confused before the dog turned into the giant beast from before and smacked him aside, roaring out as Crashhopper groaned as he slammed down and turned into Armordrillo, only for the beast to turn into Slamworm and roared out as it snapped at him.

“Hey, no snacking on me!” Armordrillo said as he began to vibrate his hands as he slammed it down, making it roar out as he panted a bit before glaring at Khyber, who's hand turned into something similar to Slamworm's mouth. “Okay, how are you doing that?”

“Eat this, hero.” said Skurd as it fired out the acid, making him yell out as it began to eat away at the bio-mineral armor that covered Armordillo's body before he slammed down, turning into Heatblast and firing out a burst of fire at them.

“Will ya knock that off! Seriously, what makes you think you can beat me? I faced Vilgax, Aggregor, the Highbreed, and Diagon. What makes you think you can take me on if I beat them?” Heatblast asked with a glare before hearing a growl.

“Experience...and the proper tools.” said Khyber as Heatblast was sent flying away, making him yell out as he landed near Pakmar's place again.

“You said you would not crush stuff!” Pakmar said in annoyance as Heatblast only groaned as he got up, shaking his head.

“Okay...I'm not doing so hot here...okay Omnitrix, you've had your fun...but I need Humongasaur...or SOMETHING tough. Anything.” said Heatblast as he slammed down on the symbol on his chest...as he shrank down.

“What the? What am I now?” Ben asked, annoyed as his voice sounded akin to a chirp of a cricket. He looked in a mirror and saw his appearance. He was now a bug the size of a basketball with a yellow exoskeleton, a white under belly, very small wings on his back, a sideways beak-like mouth with small feelers coming from the sides of it, four short legs with the bottom half being thicker than the rest, and arched antenna on his head and black eyes with yellow-green irises and an Omnitrix symbol on his back. “...Ah great, the Omnitrix gave me ANOTHER Bug alien...and this one just looks like a toy!”

“A Klettle? Heh...easy.” said Khyber as he fired out a laser, as Ben spat out a slimy ball of green plasma to take the blast as he got on top of it.

“Whoa...Okay, I look like a yellow bug who makes balls...a Ball Weevil!” said Ben as he thought it over. “...Eh,it works.” He kicked it over as the dog came out and turned into Terroranchula, growling as it smacked the ball aside, making it explode.

“Heh, now this should be interesting...” said Skurd as Ball Weevil only glared as he spat out more spheres and began to kick them at the two as the Terroranchula made an energy net to block it as he scowled.

“Okay...so your Ball Weevil's predator...okay, need to think...” Ball Weevil as he noticed a pipe near by as he went into it as he picked up a dog whistle and blew into it, distracting the three as he sped off.

“Oh no you don't. Skurd, give me a Vicetopus' tentacle, now.” said Khyber as his arm turned into a dark red tentacle and whipped it forward, trying to smash the pipe as it pierced through, but missed as he nods to the beast. It growled back as the giant arachnid followed after Ball Weevil.

Ball Weevil panted as he says, “Julie, Rook...Okay, I may not like to say this...but I think I may need some help...now!” he said as he got to the surface, panting a bit more as he saw the large arachnid come out. It growled as Khyber followed him, glaring.

“Okay...lets see you try something with me...I had my pet have his fun...now show me what you really got, boy.” said Khyber as Ball Weevil pressed down as he turned into Sandbox. “Hmm...a Saharan, good choice.” He got into a stance as Sandbox flew at him, sending out a burst of sand at him but Khyber gained armor similar to a Crabdozer as his face got protected by a mask. He began to walk through it, glaring under his visor as he kicked him, sending Sandbox back as he slashed at him with the claw-like arm, making Sandbox yell out as his armor got cut.

“Ugh...” Sandbox glared as he slammed down again, turning into Four-arms as he roared out and sent a fist his way, but Khyber dodged it and judo-flipped him, slamming him down into the ground with a yell of pain as Orianus came in, flying in with Julie and Ship over his shoulder.

“Pathetic...” said Khyber as Four-Arms got back up...but a beep from the Omnitrix is heard as Ben collapsed, groaning a bit.

“You...ugh...” Ben then passed out as Orianus smirked as he landed as he showed his load to his new mentor.

“I got the girl. Her pet is still worth millions on the black market.” said Orianus as Khyber picked up Ben by the back of his jacket and smirked.

“We...got our prey.” said Khyber with a dark chuckle as the dog sent out a howl as the two hunters held the two teens in their grasps, both equally out of it and defeated by the two.

End of Episode 14

Okay, that was a rush to write. Anyway, this is the first appearance of Ball Weevil and of two of the predators; the Arburian tunnel Hunter (Cannonbolt's predatory alien) and Sycaquoia (Shocksquach's predator) that I made with some help of Darnias, JC 696 and Story's Blade. Thanks again for the help, and I hope you are excited for the next part. And sorry for this to take so long, college and all. But please let me know what you think and please Read, Review and Suggest away!


	15. The Hunter and the Hunted Part 2

**Summary for the Chapter:**

> Khyber tells Ben of his origins with his arrangement with Psychobos and Malware, making it known to him why he should be feared. But luckily Team Tennyson won't stand by and making Ben into a trophy, so it's up to them to take them on. BUt can Ben take on the most powerful predator that they know of in the Nemetrix-The Tyranopede?

Welp, here it is. The big time battle between Team Tennyson and Team Khyber. I hope you all enjoy it. And thanks again to Darnias, Sonic Blade, Kingdom Lightz, Zigwolf, Kevfilms and many others for helping (either directly or indirectly) with this story. Enjoy!

The Hunter and the Hunted Part 2

(Bellwood, USA. Plumber HQ. November 2nd, 10:34)

“Yes, Mr. Yamamoto. We are doing everything we can to find your daughter. Don't worry.” Max said on the phone as he sighed a bit as Rook pounded his fist at this.

“Ugh...this is not good...” Rook sighed as he began to look for something. “Lucy said that she was jumped by Orianus...This was not in the plan at all...”

“Plan? What plan?” Asked Max, confused as Rook gave a sigh as he looked at Max.

“Ben and I had a plan to lure out the creature...I have to guess the handler had an alliance with that lowlife, Orianus, or else Julie would not be in this danger.” Rook sighed as he says, “And likely destroyed Julie's badge so we can't track her...even if she was with Ben.”

“Don't beat yourself up. Look, whatever you two planned, you can just adapt. Not everything is gonna be like a practice drill. You got to learn to think outside the box, not go with the usual idea.” Max said as Rook sighed...as he thought it over.

“Not go with the usual...hmm...” Rook said as he says, “Ben did not seem all that concerned when I destroyed the plumbers badge he gave me..why is that?” He noticed the look as he adds, “All part of the plan.”

“Ben doesn't need a plumbers badge. His Omnitrix works as one.” Max explained...making the two go wide eyed in realization as Rook snapped his fingers.

“That is it! We can hunt Ben down by tracking the signal in the Omnitrix, and maybe even find a signal similar to Ship's com system in Julie's helmet.” Rook said as he looked through as he nods. “Found it! He's in the woods north of Bellwood, near the valley area. I shall go there now.” Rook said as Max watched him go.

“You want back up?” asked Max as Rook shook his head as he got the Proto-Tool ready to go.

“Do not worry; I am all the back up they'll need.” Rook said as Max nods, smirking a bit as he looked at the screen.

(Khyber's Ship. November 2nd, 10:45)

Julie groaned as she saw she was hung upside down, not in her armor anymore as she grunts a bit next to Ben. 'good thing I am wearing shorts...' she thought to herself as she glared at Khyber, who had Ship in a containment orb as he was growling a bit in annoyance as Skurd was relaxing near it, the dog gnawing at the bone while Khyber was working on sharpening his knife.

“So, is this when you are gonna tell me your whole 'take over the universe' scheme? Cause I bet you're dying for it.” Ben said as Khyber only chuckled a bit as he walked over to him calmly.

“I am not. The hunting trophies, the hunting equipment...Its self explanatory really. I am the ultimate Hunter. And you...are the ultimate prey.” Khyber said as he got his knife ready, making Ben cringe as he got ready for it...only to see he had slashed a hole in his jacket and took the '10' out of it'.

“Okay, first your pyromaniac sidekick burns up my hoodie and now you're ripping his jacket? Do you guys have something against coats?” Julie asked with a glare as Khyber only gave her a frown.

“This souvenir is only a taste...I am thinking of mounting your mate's arm on my wall...hmm...” Khyber looked at it and nods. “Yes, I shall put it right over...here!” He then threw it into a near-by wall, slashing into a skeleton of a member of Rath's species, making the two gulp a bit nervously.

“So...what is exactly is the end game here? I mean, punks like you been trying to steal it for years. Sunder, for example, even my Omnitrix arm removed for a bit. I even destroyed the prototype when Vilgax got it.” Ben said as Khyber only chuckled as Orianus looked at them with a smirk.

“If you are stalling for your Ravanagander friend to show up, you are wasting time. We saw your tiff in Undertown, so it seems that you two are at a disadvantage. Your only back up was this girl and her pet...since your cousin and her Osmosian mate left you alone. You should treat your partners better, boy.”

“You mean like you? I don't just make my friends do all my fights for me.” Ben said with a scowl as he looked at the growling dog. “I mean, Fido there has to be the mastermind here.”

“'Fido', as you like to call him, is an Anubian Baskerr. It is a very loyal breed of hunting beast.” Khyber said, petting the creature as Ben looked at the collar around it's neck.

“With an Omnitrix-ripoff around it's neck. Though...now that I Get a good look at it...it diffently looks like that thing Phil had on when we saw him again.” Ben said as Khyber nods.

“Indeed...you see, we got this from an old friend of yours; Malware.” Khyber said, making Ben go wide eyed as Julie and Ship shared a confused look.

'This guy knows Malware?' Julie thought, surprised as Orianus smirked at this.

“Yeah. Apparently he was able to get some schematics for it from what the boss said...and they used some chump from the Null Void to attack you.” said Orianus as Khyber nods as he pets the dog-like alien.

“But first, they needed DNA. So they had a certain good-looking mound of plasma and this hunter here to collect it.” Skurd said as he shrugs as Julie's eyes narrowed at this.

“I remember you; you're that green snotball that attached itself to that dinosaur thing on Terradino.” Julie said...as she realized something. “You're powers are absorbing DNA!”

“Indeed. I can absorb and transfer it to other life forms. Of course I need access to it, and my single cell, plasma-based form allows me to go into the electrolytes in the DNA strands of a being and mimic the DNA.” Skurd explained as Ben frowned.

“So that's how he is able to use the powers too? You've absorbed them and copied them.” Ben said as Skurd only shrugged, not answering directly.

“In any case...we spent time studying you, Tennyson...and while you have been protecting this planet, I have been studying you and making sure I knew what to expect. “ said Khyber as Ben gave a raised eyebrow.

“That's why it took you 5 years? Cause it only took Vilgax 5 minutes. Some hunter you turned out to be.” Ben said as Khyber growled in anger as he got his knife close to his face, making his eyes shrink a bit.

“I shall collect that smart tongue, boy!” Khyber growled..but he turned around, unaware he had his knife within reach as Ben smirked as he began to cut the ropes a bit. “But...killing you now would make me lose my bargaining chip.”

“Yeah...about that. I think you need to meet...” Ben said as he had his hands free and slammed down on the Omnitrix...as he roared out, “RATH!” as he became his Appolexian form. Skurd did a double take at what he saw, as he looked shocked.

“GOOD GRACIOUS MAN!” Skurd said as he covered his eyes with his antennas “Have you no shame!?”

Rath just ignored him as he says, “Let me tell you something, self-proclaimed greatest hunter in the galaxy! Rath is gonna make you wish you were never born!” Rath then cut Julie loose as she nods. “Get Ship out of that..bubble ting. Rath has got this fight in the bag!”

“Okay.” Julie said as she reached into her pocket and got out a familiar hilt as she activated it. “Good thing I always kept this with me” She said as she ran to get Ship with her Contemilia sword in hand as Orianus powered up, while Skurd jumped onto Khyber, but the dog growled in anger.

“Oh, so Puppy wants to fight? GO TIME!” Rath roared as he jumped as the Dog turned into the Arburian Tunnel Hunter. “Let me tell you something Arburi-Arbuan-I'll just call you Silktrip, I'm gonna take you out!” The newly dub Silktrip roared as it jumped at him, but Rath grabbed at it's head and threw it aside.

Orianus glared as he fired out a blast of fire at Julie, but she dodged it by rolling to the side and throwing the sword at Ship's containment orb, shattering it as Ship jumped up and turned into a large cannon and fired, hitting Orianus and sending him into Silktrip, making them both groan a bit as Rath roared out.

“Let me tell you something,Ship Yamamoto! Rath does not like his fights interrupted!” Rath growled as Khyber ran at him with Crabdozer's claw, making Rath yell out as he growled in annoyance. Rath slashed at him with his claws, which cut the Crabdozer helmet Skurd made, making Khyber roar out as the two began to tussle, causing the two to go around the ship and crashing into various things.

Orianus got up with a groan as he glared at Julie, who had her sword ready as Ship gave him a growl. Orianus glared as he powered up a blast of fiery energy before seeing Khyber had Rath pinned down, panting a bit as his armor was slightly damaged as Rath growled, a cut on his cheek from the of the blows.

“What are you-do...ING...ugh...” Rath groaned as he was nerve pinched as Khyber smirked. Rath groaned as he powered down as Julie went wide eyed.

“Ben!” Julie said, but Orianus fired a blast from his hands as he got in front of her, as Ship went over her to protect her from the flames.

“Hephaestan Neuro grip, it is useful for dealing with all manner of prey.” Khyber said as Skurd powered down as Khyber got his knife out. “I believe I should bring you to my partners in pieces.” He got ready when the knife was blasted out of his hand.

“I do not think so.” said Rook as he walked up, making Khyber and Orianus look shocked as Julie and Ship looked equally surprised as Ben only smirked as he got up. “Khyber, Orianus, Skurd. You are all under arrest.”

“What? How the heck are you here? I destroyed the girl's badge!” said Orianus in annoyance as Khyber frowned.

“And I saw you destroy his.” Khyber said as Ben chuckled as he shows off the Omnitrix.

“Yeah...fun fact; the Omnitrix also acts as one too. Been that way since I joined the Plumbers.” Ben smirked as the two glared at this, annoyed. “Rook and I played that out earlier. Good acting job there, partner.”

“I was not acting though. I do think you need to be more careful and, I will admit, I was too harsh earlier. I do apologize for that. I knew you didn't mean what you said, but I do think I went too far.” Rook said as Ben only looked a tad annoyed, but nodded.

“But...this isn't a save though, just saying that now.” Ben said as Skurd rubbed his 'chin'. Julie looked at it oddly, since he was actually contemplating the situation.

“Technically...it IS a rescue.” Skurd pointed out as Ben gave him a flat look, a scowl on his face.

“You stay out of this, snot-boy.” Ben said as Skurd only did a 'raspberry' sound at this as Khyber growled at this. “And same to you, Skull-face.”

“That is no way to speak to the greatest huntsman in the galaxy.” Khyber growled as Ben got ready just in case anything happened.

“Dude, you're not the best hunter in the room. Don't you see a set up when it's obvious?” Ben asked as Khyber nods to Orianus, who glared as Skurd was about to jump, but suddenly a pod was fired at him, making him yell out as he was in a egg-shaped object.

“Hm...impressive.” said Khyber as he glared at Rook as he sent out a whistle, as Crabdozer barraged forward at Ben, who dodged as Orianus fired at Julie, as Ship went over while Rook ran at Khyber.

“Ben, do not turn into Heatblast! It hunts for Pyronites!” Rook said as he sent a fist at Khyber, who blocked it as he kicked him, making the rookie Plumber go back as Ben slammed down on the Omnitrix, turning into...

“Armordrillo? Alright!” Said the giant mole-like being as he ran at Crabdozer and smashed through a wall, making the two roll down to the side.

Orianus grunts as he fired at Julie, who dodged in Speed Form as she sent out the discs at him, making him yell out at each hit as he glared. “Please, I already kicked your sorry butt already, kid. What makes you think you'll beat me this time?”

“Any athlete loses...but as coach always said, you need to think on your feet and figure out what you did wrong.” Julie said as Orianus saw the Crabdozer turn into Slamworm to bite into Armordrillo's arm.

Khyber then threw a smoke bomb down as he ran off as Orianus ran at Julie, who blocked him. “Julie!” said Rook in shock as Julie grunts at the heat.

“Go! I'll keep hothead busy! Get the whistle away from Khyber! Trust me, Ben can handle some dog with a fancy collar.” said Julie as she dodged a punch from him.

“Okay, I'll try to change into Humongasaur.” Armordrillo said in the feedback as Rook nods, heading to the front.

(Downstairs...)

Armordrillo dodged as he turned into Stinkfly, who grunts in annoyance as he says, “Ah great...well, at least I can dodge the freaky worm in the air.” He then flew up and went to stick it into the arm, making the creature roar out nee pain before a whistle is heard throughout the ship, making it turn into Buglizard, who hissed at him.

At the Bridge, overlooking this, Khyber smirked as he says, “That's it old boy...” Rook then blew the door open, glaring at this. “The new boy wishes to fight the hunter, yes?”

“Indeed. Lets see how well you can take me.” Rook said as he fired his Proto Tool, as Khyber growled in anger. Khyber ran at him, grunting as he got out his knife and slashed at Rook, who activated his energy sword to parry it and got into a stance.

“What is that stance?” asked Khyber, curious as Rook some breaths to calm his nerve, as he nods as he glared at this.

“Revonnah Kai. It is the art of my people, especially in my village. I was taught by Master Maku Kundo, who taught me many techniques from it.” Rook said as he got into the stance as he turned his Proto-Tool into something akin to a bo staff. “Time for me to show you what I do when I do not hold back.”

“Oh, so you hold back now, do you? A warrior should never hold back!” said Khyber as he tossed the chair by him as Rook's foot had a faint glow to it, giving off a faintly blue aura.

“Wind Sickle!” Rook said as he kicked it, smashing it with the kick with ease as he ran forward. “Stone Cutter!” He then slammed the punch, giving off a faintly blue aura, sending Khyber back a bit as he grunts.

“Impressive...” said Khyber with a nod. “A kick that moves fast and strikes like a sword made out of the wind...and a punch that shatters stone. Luckily my armor is made to harder minerals. Of course, I doubt even a normal rock wouldn't have fallen from that.”

“I am still learning the full art.” Rook said with a scowl, getting the staff at the ready. The two clashed for a bit, unaware of the sounds below deck.

Julie yelled out as she was thrown into he shell of a large turtle-like beast, groaning a bit as Orianus chuckled a bit, his hands glowing with blue fire. “Ha, you think you can just win automatically cause you got a second wind? Please. I'm the one who kicked your butt earlier. Wanna know why? It takes more than brains to take me out! I've been fighting for years!”

Julie groaned a bit as she glared at this, but then noticed some pipes around and realized something. “Yeah...you're tough, I know that...but I learned one thing from the Plumbers is this...” Orianus just chuckled as she turned Ship into the Default armor form.

“What's that?” Orianus as Julie smirked as she pointed her blaster up over his head.

“Where to find a cooling system on a space ship.” Julie said as she fired, blasting a pipe over his head. Suddenly a bunch of cooling liquid for keeping the engines cool from overheating hit him head on, making him yell out as Julie then ran at him, sending a punch to his face, making the cooled down Pyronite hit a wall, groaning a bit.

“Oh, bravo.” said Skurd in sarcasm while being stuck in the orb they put him in, but Julie just picked him up and he was absorbed into Ship in a small chamber on her arm as she went off to find Khyber and Rook.

Back on the Bridge, Khyber then heard an alarm as he growled, “The TCS is damaged...the engines are gonna over heat.” He growled as he punched Rook, sending him back a bit. “You have versatile skills, but you lack power.”

“But versatility has uses.” Rook said as he sent out a polo line to wrap up Khyber's legs, making him yell out as he got shocked, with Julie arriving at this time as Rook ran to the wheel of the ship.

(Outside)

Ben yelled out, in his Crashhopper form, against the Mucilator as he groaned a bit. The creature brought him to the top, snarling at him before the ship began to tilt, making Ben yell out but used the wings that came with the insectoid form to grab something as he turned back to normal.

“Rook, what's going on?” asked Ben, confused as there was sounds of struggling in the background of the device.

“I am commandeering the vehicle, but the engine's cooling agent is damaged. The Engine are sure to over-heat.” Rook explained on his end of the communicator.

“Sorry! I had to think of something to take out that hotheaded nut job!” Julie said in a defensive tone, as Ben groaned at this.

“Commandeer something later, Captain Rook! Find the whistle!” Ben said as he got back up as the Mucilator growled down at him, as Ben signed a bit.

“Honestly Omnitrix, I give up...surprise me.” Ben said as he turned it on and slammed down, as a bright glow came onto the area as a thunderous roar is heard.

Down below deck, Rook looked up as Julie smirked as, on the screen before them, was something gigantic, easily equal to size to the gray beast before him.

On top of the ship, standing at a surprising 12'11 feet tall, was a towering beast of an alien that looked like a large, humanoid Dinosaur with dark brown plated armor covering his forehead, his arms, legs and most of hi back except for a beige spot on his torso, neck and underarm area, with spiked areas around his forehead to make it look like a thick brow of sorts and a long tail that was about the length of a charter bus. He wore a simple black and white outfit consisting of finger-less gloves, a pair of shorts with the Omnitrix insignia around his torso in a sort of harness-like device around his chest with glowing yellow-green eyes, roaring out...”HUMUNGOUSAUR!”

Humungousaur roared out as he says, “FINALLY!” He growled at the giant gray beast as he ran forward, sending a powerful punch his way. “Who's the predator now, ya mutt!” He then picked him up, ready to toss

(below deck)

“Where is the whistle?” Rook asked, as he and Julie looked over the downed Khyber, unaware he reached over for a near-by gun and kicked them away, making them yell out as he fired a goo-blast gun at them. HE looked at the video and whistled.

“He's the whistle...” Julie said in concern as she and Rook watched as the mutt turned into something else...making Julie's eyes widen in horror. “The Decasauran Rex...”

(Where Ben was fighting...)

Humungousaur looked in shock as he saw it turned into the 40 foot monster, growling down at the smaller alien as he gave a sheepish smile before he gave in under the weight as he says, “Ah great...that thing is huge!”

“Can't Vaxuarians grow bigger as well?” Rook asked as Ben cringed a bit at that, knowing he was right.

“Yeah..but the muscle strain is crazy. But I guess I better grow if I want to keep up with this thing. But that was advice, not a save. Difference.” Humungousaur said as Julie just groaned.

“LET IT GO!” Julie yelled in annoyance as Humungousaur took some breaths before he began to growl, growing in size as his body began to become more armor-esque all over him and his knuckles grew out spikes, and a crest began to grow on his chest, as well as horns on his head as his back gained spikes. He roared, now a few feet bigger as the two dinosaurs began to fight it out, crashing around on top of the ship, causing it to lose balance.

Khyber growled as he was trying to regain control of his ship as he says, “I may loose my ship...but I will not lose...my prey. Bag the game, old friend.” He then sent out a whistle command, making the monster roar out.

“Wanna piece of me, Tyrannopede? Humungousaur growled at this as the monstrous beast, dubbed 'Tyrannopede' now, spat out a thick webbing-like substance, making him yell out as he was being constricted in it, as the creature then tackled him, knocking him down as he clawed at him, making a few scratch marks on his face as Humungousaur kicked him, but that got sprayed as well as his chest got hit by the monstrous beast's tail, roaring out in pain.

The creature fully covered the 60-foot giant in webbing, roaring out as it went for the head area and snapped it's jaws. “BEN!” Julie and Rook yelled out in horror at the screen, as Ship gave off a screech of shock at this...

Only to see that the head area was empty, confusing the monster as Ben had hid his way back into the webbing. “Don't worry guys, I was lucky it timed out when it did...but now I need to knock down big ugly there...” Ben said as the giant creature started tearing apart the web to look for him. “Come on, give me something good!” He slammed down, turning into a crab-like alien, similar to Psychobos in appearance but with a dark brown shell and yellow-green eyes and two long, crab-like claws with a black and white belt wrapped around his torso with the Omnitrix insignia on it.

“Brainstorm? Hmm...a heroic alien with a crustacean-like appearance against a brutish beast that has distinctive attributes of an insect and prehistoric bird-esque reptile. Hmm...must plan this accordingly...” Brainstorm looked around, taking into account of everything around him. 'The beast stands at 40'05, weighs approximately 670 metric tons of muscle. This webbing is made to withstand high amounts of pressure, and to knock something this big and heavy must involve a grip...the grip he used on me! Okay...with that height compared to Rath's, I believe I can approximate the exact point of impact in which the nerves that the grip has the best effect on based on it and...' He nods as his head opened up, revealing a brain that had the electroshock came out of his head.

The giant of a monster heard something and turned, going wide eyed as it saw the blast heading towards the beast, roaring out as it got shocked while Brainstorm moved quickly. Khyber saw this an smirked as he was about to whistle,but got a face full of slime. “Nice one.” Julie said as ship was currently trying to get them unstuck with a low-power laser, but was having trouble. Khyber than ran at them, grabbing Rook as he glared at him, angry to say the least.

The crab-like alien landed on the alien's back as Brainstorm says, “Desist, you over-grown canid-like abomination! This shall have to do, have at thee!” Brainstorm said as he wrapped the giant's mouth with the webbing before pinching it's neck, making it pass out. Brainstorm chuckled at this, amused. “Hepheasten Neuro Grip, a procedure that is capable to subdue or otherwise incapacitate any form of game or other forms of targets for a expedition.” He yelled out as the ship began to teder downward. “Oh dear...I must make haste to get my comrades out of this predicament. Omnitrix, shall we rescue them?” He pressed down on it, creating a shortwave of icy energy.

Standing in Brainstorm's spot was a familiar moth-like alien. “Big Chill? This should work out fine.” He then phased downward, going to the bridge before freezing Khyber. “Hmm...if I am counting that, that is twice I've saved you, Rook...and 4 for Julie.”

“At least I don't make a habit out of getting myself kidnapped like a lot of super hero girlfriends in the comics.” Julie pointed out at this, annoyed. “Besides, the first one doesn't count. That was Ship and he needed our help.”

“Fine, fine. But still, I saved you.” Big Chill as he grabbed the slime and concentrated, making the icy energy go onto it as it was shattered. “Julie, where's Orianus?”

“Back at the Bridge. But I doubt we got time to get him. BUT I did get someone. That should do for now.” Julie said as Big Chill nods, blasting the floor with an icy breath before shattering it with a fist. He then picked up Rook as the two flew out, Julie flying after them on Ship.

The three watched as the ship crash landed as Julie says, “Hopeful that's the last we'll see of those three...”

“But in all, this should prove beyond a shadow of a doubt, that Ben Tennyson can take care of himself-” Before Big Chill could finish, his Omnitrix insignia began to beep, making him give off a deadpan look. “I really do hate this thing sometimes...” Before the two were bathed in red light, making Ben and Rook yell out before Julie flew under them, Ship turning into his spaceship form for the three to land in, with Skurd still in the pod as he yelled out.

“Ugh...I think I shall be sick...” Skurd groaned as he glared at Julie. “AND did you have to move me around like a toy after you stuck me to your pet!? It was nauseating!”

“Oh shut up.” Julie said flatly as she pressed a button on the device, muting the yelling ball of green protoplasm as Rook was giving Ben an amused smirk at the situation as Ben only glared.

“Not...one...word.” Ben warned as Rook only smirked a bit as he leaned against a chair, chuckling a bit.

“How about two? 'Told you.'” Rook said, giving him an teasing smirk. The two teens looked at Rook in surprise before they all began to share a laugh, relaxing a bit after the highly tense situation they had just experienced as Skurd only looked confused at the fact they were laughing, but couldn't say anything due to being muted.

(At the Crash site...)

Khyber groaned, the ice saving him as he ripped the webbing off of his pet's armor, making it whimper a bit as the Nemetrix began to spark a bit, turning it back to normal, showing it had sustained damage from the fall as Orianus groaned as he got up.

“Sorry boss man...” The fiery villain sad with a cringe as Khyber only looked at the two with a nod.

“Fret not...Ben Tennyson shall pay dearly for this.” Khyber said as a robotic chuckle is heard, making the three turn to see a 9 foot, feral-looking dragon-like beast with a single red glowing eye,gargoyle wings that appear to be made from an old jet pack, and a stylized hand-like cannon on the right arm and the left hand appearing reptilian with spikes coming from it's back that appear to be red metal.

“For your sake, you should be lucky.” the beast said with a growl, glaring down at them with his eye narrowed. “Your mutt's Nemetrix is damaged. Come. We shall go back to Psychobos to repair it.” He motions them along as Khyber to up, as did Orianus as Khyber carried his pet with him. “Where is Skurd?”

“He was...captured by Tennyson and his friends.” Orianus said as Malware only nods, showing little concern for their ally.

“He is now a liability...we shall deal with him later.” Malware growled as he walked ahead, the three following him as he looked to where Ship was going, frowning a bit as he says, “Soon Tennyson...our reunion will be coming sooner than you think.” Malware said with a dark chuckle, making Orianus cringe a bit at the robotic tone the laugh gave, giving off a soulless, merciless tone to the frightening machine.

End of Season 1

And there it is, the end of this season. There will be more, do not worry. I just need to fix the kinks in the next season and it should be ready to start. I hope you enjoyed it and I hope you enjoyed the return of the big alien himself. Let me know what you think and please Read, Review and Suggest away!


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